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Home My Public Portal AboutDeveloper's agreementPalm Beach Count--jx Florida Joseph Abr(J=f.jFC1er�.-.- DEVELOPER'S AGREEMENT 9�" THIS DEVELOPER'S AGREEMENT is entered into on this16 day of Aw 20)/between GULF STREAM GOLF CLUB, INC, a Florida Not For Profit Corporation ("Golf Club"), and the TOWN OF GULF STREAM, a Florida municipal corporation ("Town"). WHEREAS, Golf Club owns certain land (the "Property") located within the municipal limits of the Town, at 2401 N. Ocean Boulevard, Gulf Stream, FL 33483, Parcel Numbers 20-43- 46-03-00-003-0110 and 20-43-46-09-04-004-0250; WHEREAS, the Golf Club owns and operates a golf course on the Property (the "Golf Course"); WHEREAS, the Golf Club wishes to proceed with the development of a reverse osmosis water plant ("RO Plant") to be associated with and serve the Golf Course and accessory uses to the Golf Course on the Property; NOW, THEREFORE, for and in consideration of the premises, the mutual undertakings and agreements herein contained and assumed, Golf Club and the Town hereby covenant and agree as follows: Recitals. The foregoing recitals are hereby incorporated by reference and serve as a factual stipulation upon which the parties agree is the basis of this Developer's Agreement. 2. RO Plant Construction, Operation and Maintenance. Golf Club hereby agrees to construct, operate and maintain the RO Plant consistent with the following conditions: a. Water from the RO Plant may be used for irrigation at the Golf Course and accessory uses to the Golf Course only. b. The proposed RO Plant shall not result in such noise, odor, or vibration, so as to adversely impact surrounding residential development. Equipment associated with the RO Plant shall be located inside of a building constructed of materials designed to reduce noise levels at neighboring locations. All ventilation openings within the building housing the RO Plant shall contain noise reduction devices to reduce the noise escaping the RO Plant building, and the openings shall be located so that they are not facing any residential dwellings located within 1000 feet of the RO Plant building. d. The RO Plant shall provide sufficient protection so that the sound level measured in decibels, using the "A" weighting scale which reflects the response characteristics of the human ear, shall not exceed 45 decibels at the RO Plant Property boundary, and 30 decibels at adjacent residential property boundaries. e. If the RO Plant receives three or more noise complaints from separate households within a 30-day period, a noise control plan shall be developed by a professional engineer registered in the State of Florida, and the RO Plant shall implement the recommendations of the noise control plan. The noise control plan will be developed by an engineer hired by the Town, and paid for by the owner or operator of the RO Plant. Upon receipt of the engineer's recommendations from the Town, the Golf Club shall have 30 days to implement the recommendations. If that time period is not met, the RO Plant shall cease all operations until the recommendations of the noise control plan have been implemented to the satisfaction of the Town. f. If the RO Plant receives three or more odor complaints from individuals from separate households within a 30-day period, an odor control plan shall be developed by a professional engineer registered in the State of Florida, and the RO Plant shall implement the recommendations of the odor control plan. The odor control plan will be developed by an engineer hired by the Town, and paid for by the owner or operator of the RO Plant. Upon receipt of the engineer's recommendations from the Town, the Golf Club shall have 30 days to implement the recommendations. If that time period is not met, the RO Plant shall cease all operations until the recommendations of the odor control plan have been implemented to the satisfaction of the Town. g. The RO Plant shall obtain and comply with all applicable federal, state or local permits for construction and operation of the RO Plant. h. The RO Plant shall not be detrimental to the area residents or households, or the public health, safety or welfare of the community as a whole. i. The RO Plant and any accessory buildings shall be screened from view from adjacent properties. Accessory buildings include, but are not limited to, storage tanks. 3. Jurisdiction. This Agreement, and the rights and obligations of the Town and the Golf Club hereunder, shall be governed by, construed under, and enforced in accordance with the laws of the State of Florida, and venue shall be in the circuit courts of Palm Beach County. If any provision of this Developer's Agreement, or the application thereof to any person or circumstances, shall to any extent be held invalid or unenforceable by a court of competent jurisdiction, then the remainder of this Developer's Agreement shall be valid and enforceable to the fullest extent permitted by law. 4. Relationship. This Agreement does not evidence the creation of, nor shall it be construed as creating, a partnership or joint venture among Town and Golf Club. Each party is acting for its own account, and it has made its own independent decisions to enter into this Agreement and as to whether the same is appropriate or proper for it based upon its own judgment and upon advice from such advisers as it has deemed necessary. Each party acknowledges that the other party hereto is not acting as a fiduciary for nor as an adviser to it in respect of this Agreement. 5. Prevailing Party Fees. In the event the Golf Club or Town are required to enforce this Agreement by Court proceedings or otherwise, by instituting suit or otherwise, then the prevailing party shall be entitled to recover from the other party all costs incurred, including reasonable attorney's fees. 6. Successors and Assigns. All covenants, agreements, warranties, representations, and conditions contained in this Agreement shall bind and inure to the benefit of the respective successors and assigns of the parties to this Agreement. 7. Waiver. A failure to assert any rights or remedies available to a party under the terms of this Agreement shall not be deemed a waiver of such rights or remedies, and a waiver of the right to remedies available to a party by a course of dealing or otherwise shall not be deemed to be a waiver of any other right or remedy under this Agreement, unless such waiver of such right or remedy is contained in a writing signed by the party alleged to have waived his other rights or remedies and to the extent involving the Town such writing must be approved by the Town's governing body. 8. Construction of Agreement. Each party acknowledges that all parties to this Agreement participated equally in the drafting of this Agreement and that it was negotiated at arm's length. Accordingly, no court construing this Agreement shall construe it more strongly against one party than another. 9. Further Action. Each party shall execute and deliver any and all additional papers, documents, and other assurances, and shall do any and all acts and things reasonably necessary in connection with the performance of the obligations hereunder and to carry out the intent of the parties hereto. 10. Entire Agreement. This Agreement represents the entire understanding and agreement between the parties with respect to the subject matter hereof, and supersedes all other negotiations, understandings or agreements made by and between the parties. 11. Effective Date. The Effective Date of this Agreement shall be the date on which it is approved by the Town's governing body. 12. Notice. All notices, requests, consents and other communications required or permitted under this Agreement shall be in writing and shall be (as elected by the person giving such notice) hand delivered by messenger or courier service, or mailed by registered or certified mail (postage pre -paid), return receipt requested, addressed as follows or to such other addresses as any party may designate by notice complying with the terms of this Section. Each such notice shall be deemed delivered: on the date of delivery if by personal delivery; and if the notice is mailed, on the earlier of. (a) the date upon which the return receipt is signed; (b) the date upon which delivery is refused; (c) the date upon which notice is designated by the postal authorities as not delivered; or (d) the third business day after mailing. Notwithstanding the foregoing, service by personal delivery delivered, shall be deemed to have been made on the next day that is not a Saturday, Sunday or legal holiday. To the Town: Town Attorney c/o Edward C. Nazzaro, Esq. 100 Sea Road Gulf Stream, FL 33483 To the Golf Club: Gulf Stream Golf Club, Inc. Golf Course Superintendent c/o Ryan L. Swilley 2401 N. Ocean Boulevard, Gulf Stream, FL 33483 [REMAINDER OF PAGE INTENTIONALLY LEFT BLANK] is Agree nt si a delivered by the parties hereto on the date first written above. GULF STREAM GOLF CLUB, INC. Print e: Print name: STATE OF FLORIDA COUNTY OF The foregoing instrument was acknowledged before me by means ofMphysical presence or [_] online notarization this / C% day of 20N, by 1 J, &-ittZ as ✓nog iJ AC -ice k . of the Gulf Stream Golf Club. (NOTAR CINDY E. TOMLINSON rolh, �. Notary Public State of Florida Otar C / A)%)y e,% vl" < ✓A1N +je= Commission k HH 038986 My Comm. Expires Sep 2, 2024 Bonded through National Notary Assn. Personally Known _(Z OR Produced Identification Type of Identification Produced TOWN OF GULFSTREAM LOW ATTEST: 2�xe � - IaA411-� Rita Taylor. Town r [(SEAL)]