C. Commissioners' Items
BOARD OF COUNTY COMMISSIONERS
AGENDA ITEM SUMMARY
SPECIAL DOCC WORKSHOP
Meeting Date: AUllust 2. 2006 Division: BOCC
Bulk Item: Yes
No~
Departmenl :
DISTRICT FIVE
Staff Contact Person: DonnaHanson
AGENDA ITEM WORDING: Discussion item-Wastewater Treatment Plant Alternative in the
Stock Island, Big Coppitt service area.
ITEM BACKGROUND: See attached correspondence from Jim Reynolds, Eucutive Director,
Florida Keys Aqueduct Authority.
PREVIOUS RELEVANT BOCC ACTION:
CONTRACT/AGREEMENT CHANGES:
STAFF RECOMMENDATIONS:
TOTAL COST:
N/A
BUDGETED: Yes
No
COST TO COUNTY:
SOURCE OF FUNDS:
REVENUE PRODUCING: Yes
No
AMOUNT PER MONTH_ Year
APPROVED BY: County Atty _ OMBlPurchasing __ Risk Management _
DIVISION DIRECTOR APPROVAL:
G~P~
COMMISSIONER GLENN PATION
DOCUMENTATION:
Included x
Not Required_
DISPOSITION:
AGENDA ITEM #&
....
Page 1 of 1
Hanson-Donna
From:
Jim Reynolds Ureynolds@fkaa.comJ
Monday, July 24,20064:25 PM
BOCCDIS5
Sent:
To:
Ce:
Willi-Tom; Kirk Zuelch: Kerry Shelby; bobdeankw@aol.com; dritz@orcareefcom,
Elena _ Herrera@DCFState.FI.us; MaryR@ononbank.com; Rose15@earthlonk.net
Subject: Navy Sewer Plant Correspondence
Attachments: Reavis Response 9March2004.pdf; Reavis 2March2004.pdf
Mr Patton -
As you requested, attached are copies of a letter flom the FKAA to the Navy and a copy of their response
regarding the FKAA's Interest in acquiring the sewer system if the Navy's negotiation with Key West Resort Utility
was unsuccessful. There were also several verbal discussions that occurred as well.
I Will send you Information regarding our negollations to purchase Key West Resort Utility in a separate email
Please call me if you have any questions,
Jim
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DEPARTMENT OF THE NAVY
SOUTHfRN lJi\'ISJON
SAV.'\L F,\ClLmFS Ft\GJ',;EF.RING CO~M_.o\.."'JD
P,O. UOX 190010
2155 EAGLE DRIVE
1\ORTI I OIARLESTO,,", S.c. 2941 q.90JO
RETURN RECEIPT REQL"ESTED
09 March 2004
!\1r. James C. Reynolds
Florida Keys Aqueduct Authority
P. O. Box 1239
] I 00 KelUledy On YC
Key West, FL 33041.1239
SUBJECT: SOLICITAT]OK~62467-00-R-1801, DEPARTMENT OF THE
NA VY UTILITY PRfY A TIZA TIO~ FOR AREA D
Dear Mr. Reynolds:
This is in response to your letter dated March 02, 2004, concerning the subject
solicitation as it pertains to the privatization of the water and wastewater systems
at the Naval Air Station (NAS), Key West, Florida. Specifically, you are
interested in submitting a proposal for the wastewater treatment facilities that
service the ~avy in the Key West area.
Since the time specified in the solicitation for receipt of offers, i.e., June 24 2003,
has expired. the Navy is unable to accept a proposal at this time (FAR] 4.3).
If the Navy is unable to privatize the wastewater treatment facility al NAS Key
West and another solicitation is issued, you will be able to propose at that time.
Please contact John A. Jeffries at H43-S20-5904 or email at
lohn.a.ieffries'ii.navy.rnij if you have questions concerning our decision.
Sincerely,
RECEIVED
MAR 1 8 2004
EXECUTIVE OFFICE
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March 2. 2004
Department of the !\avy
Kimberly Rea\'is
P.O Box 190010
:\ortll Charlcstun, SC 29419-9010
Re: Solicitation 1\62467-00.R.1801. Department or the ~avy Utilities Privatization
Initiative for Area D.
Dear Ms. Reavis,
The F1urida Keys Aqueduct Authority subm.itted a proposal for the water distrihutlOn
'ystem at :-JAS Key West last year in response to the subject solicitation. I appreciate
your ktter of January 3D, 2004 whcrein you indicated your office would be in contact
with us regarding our proposal.
The Authority, at that time, did not submit a proposal in tesponse to the solicitation
concerning the wastewater collection and treatment facilities at :>IAS Key We,r.
Subseqnent to the time that thc wastewater proposal was to be submitted, the Authority
and the \lonroe County Commission entered an agreement to procced with the plannillg
and con.muction of a wastcwater system for Big Coppin Key, Rockland Key and Gieg(:r
Key, :-.iAS Key West is located \\'iLhin the area that ene()mpasses this proposed
waste\\'atcf system.
The Authority has determined that it may be beneficial for ;\AS Key West alld the
residents hving on the nearby keys to utilize the same wastewater treatment facility, Our
engincers hav'e examined the :-JAS Key West treatment facility with l\;AS Key West
staff's assistance.
It appears that from an engineering and fiscal standpoint, the utilization of the \'''-5 Key
West wastewater treatment facility for an area. wide collection system cou.1d best ser\C all
interests, I betieve this option should be thoroughly reviewed before a decision is made to
proceed with any other proposals,
The Authority would appreciate the opportunity to meet with you to discuss a proposal
[llat would provide a detailed analyses of how the :-Ia\'y and its neighbors could both
benefit from the Authority utilizing the !'>i\S Key West wastewater treatmcnt facility as
the cornerstonc for construction of an area-wide wastewater system that meets thc
appropriate Advance Wastewater Treatment standards as provided lor in Chapter 99-395,
Laws of Florida, The Authority would also provide in its proposal for taking over the
responsibility of operating and maintaining the :'-IAS Key West collection system. as well
as the other wastewater collections systems identitied in Solicitation ~62467-00-R-1801,
The Authority has been givcn the rcsponsibihty by the Florida Legislature to provide
wastewarer systems to tbe citizens of 't\1onroe County. The Authority has a \\'astewatcr
system preparing to begin operations in Marathon and systcms soon to be constructed 111
Conch Key, Bay Point. and the remainder of the City of ylaratholl,
I look forward to hearing from you, Should )'OU have any questions please contact me at
your convenience.
Sincerely,
FLORIDA KEYS AQUEDU T AUTHORITY
cc: Conunanding Officer Jim Scholl. U ,S, Navy
From:
Jim Reynolds Ureynolds@fkaa.com]
Monday, July 24, 20064:53 PM
BOCCDIS5
".- . ...Pal!:e I of I
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Hanson-Donna
Sent:
To:
Ce: Willi. Tom; Kirk Zuelch; Kerry Shelby; bobdeankw@aOl.com; dritz@orcareefcom;
Elena_Herrera@DCF.State.Fl.us; MaryR@orionbank.com; Rose 15@earthlinknet
Subject: FKAA Negotiations with KWRU
Attachmonts: KWRU 14 Feb 2000.pdf; KWRU Offer to Sell 27 Dec 1999.pdf; Purchase Offer 7Feb2006 pdf;
KWRU Finane Eval 26 April 2000pdf
Mr Patton -
Attached are documents pertinent to our negotiations With KWRU dating back to 1999. As we discussed there
are many documents, drawings, etc. in the files, but I have only attached what is directly relevant to our
negotiations.
We had a limited appraisal performed earlier this year that we used to develop our last offer this past February
that was ultimately verbally rejected by KWRU. I will send that appraisal In another email.
Jim
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SC.OTT M. GU1ST~OW
Fe bruary 14, 2000
Mr. James C. Reynolds, P.E.
Deputy Executive Director
Florida Keys Aqueduct Authority
P. o. Box 1239
\100 Kennedy Drive
Key West, Florida 33041-2454
Dear Jim:
I am in receipt of your lelter of February 2nd regarding certain information within which to
consider the purchase of Key West Resort Utilities.
Enclosed please find a copy of current en~.iromnental pennits. permitting us for 500,000
gallons per day and also a copy of the application to increase the permitted capacity to a million
gallons per day. Also enclosed. please find the last two years monthly operating reports submitted
to FDEP. a copy of our most recent annual report, a copy of our current tariff, a customer acCOUnl
list of information and the current contract as it relates to effluent disposal. Please note that this
contract is process of being modified in light of our potential sale and our requirements as outlined
in our letter of December 27, 1999.
As you know, the county has recently adopled an ordinance requiring a one year notice and
a thirty day notice to require customers to hook up to a current system. We are in the process of
developing a plan to hook up an additional 800 ERCs within the next year. We will probably be
giving notice within the next month to those who will be required to hook in.
Sincerely Yours,
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December 27.1999
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James C. Revnal .
Florida Key5 uaduct Authonry
P.D Box 1239
I '00 Kennedy Drive
Kcy West, I'Iorid" 33041
Dear Jim:
It W~ certainly a pleasW'C meetinG with you fo~ lunch on Friday, December 17, 199910
discuss the K W. Resort Utilitico COl]).
Key West Resort Uli lilies Gorp. 0\\115 and opallles a wastewaler trcal:nenl sylllem
COnsiSliog of one 499,000 gallon per day capacity treahnent plant, 12 lift slations, 13,500 linear
feel of graviry SeWEll' with 83 I11llIlholes and a!'Proximal.ly 12,000 linear teel of force Illllins.
Key West Resort Utilities Corp. presently serves 1000 customers and treats 200,000 gallons per
day on averase. The plllDl itself is located On a two-acre site on Stock Island. Income for Ihe
yeAI' 1999 is approximately $460,000.00.
in addilion to its.cum:nt operation, the Key WeIII Resort Utilities Corp. temlory
includes approximately J ,500 homes and husinesses that are not presently served by lhe syS1~m.
The public service cbmmission capacity reservation fee of charge assessed to each ItCW customer
i. 52,700.00. The pl""t hila the capacity to add these ~ ,500 potential customers and collect
$4,050,000.00 in cap.:ity recs wilhout incu.'1ing additional e~peosc. except for iMtalling a
cullection system. The cost for installing a vacuum coUection sysrem th= new cll5tOlDers bas
been estimated to be 53,000,000.00. This COllt does uot include the madway restoration expense
which the county has indicated they wi!! absorb The operating budget expense for tho
expansion of serviceo to 1500 new custom.en is projected 10 incfClIIC by $100,000.00. Incume,
a~~ 3pproved public service commission rate of 34,25 per month, is projected 10 be
S6S0,OOO.OO'exclusive of any capacity r....
o/{... ~ -_.../
James C. Re)'llolds
December 27, 1999
Pag~ 2
In addition to the expansion of service within i\$ territory, the Key West Resort Utilities
Corp. is expanding its terilorial service area. Preliminary desillfl for plant ellpausion 10 1
million lIallons pcr day has been comp Jeted and permit application to the FDEP baa beeu made.
The expaasiOD plarur cunlClIlplate the CQnstructi"n of a \lew 500,000 gallon Davco treatment
faciiity. Adding this capacity to the existing wastewater treatment operation will 8l:COIIIJ'll.oda!C
the demand for wastewater INatmenl from the Big Coppil, RDeklaDd and Geiger Keys.
AllJUOximately, 1.700 new custooers would be served at these locations hy Ihis addition
Engineering for the CllpaDlion of Srock Island, concept engineering. permit application for plaut
expanllion and concept cngieering for the collection systom and lnIJISmi96ion line for Bili
Coppit, RockLand ilDd Qciger Keys have been completed. The cost llSIOcillled wilh and inCWTe<l
by Key West Resort Utili tics, Inc. in milan! to plan! expansIon engineerina exceeds 5250,000.00.
As 1 have previously staled, Key W cst Resort Utilities. Inc. would entertain an off~
made by the Florida Keys Aquaduct Authority to pW'Chase the ISlets and cmain liabilities of
Key West Reoorllitiliti~.1nc. upon the following g"",,",' terms and conditions:
1. Asset pwcba8c price of$7,j(!O,OOO.00 (Seven and Half Million Dollan).
2. The Florida Keys Aquaduct Authority would assume allliabilitics a.~sociated with
t~ wastewaler treatment operati<>ns of Key Wat Resort Utilities, Inc,
3. This asset purchase lIjp"CCI'nent would be expressly eontingent upon the Florida
Keys Aquaduct Authority and the Key WCSI Gol! Coune entering into a contract,
whereby the Key West Golf Coune would )Iurchase III1d the Florida Keys
Aquaduct Authority would sell &raY water at the rate of 40 cents per thousand
lIallol1ll upon the following teJttlS and conditions:
a. The Florida Keys Aqmduet Authoriry must sell and deliver a
minimum of 200,000 gallons per day bu.t no more than a m.,dmu.m of
500,000 gallons per day;
b. In the event the plant is Wlablc to supply grB)' water to the Golf
Course, the Florida Keys AquaduC! Authority would npply 200,000
gallons of "fresh water" at the rate of 52. IS per thousand gallons/city
rate for water;
e The Florida Keys .o\quaduct Authority will divert all gray water to the
disposal wells at lbe llllIucst of tile Key W cst Golf Club. Such a
requesl win be limited to Ihose instances when the golf course is
flooded or satu.illed with ",;atel'. Any determination that the golf
course is flooded or saturated with water will be made at the sole
di'~lon of the Key West Golf Club. The obligation to accept
delivery of and pay for gray ~;\l:1: ~-lb!> Key West Golf Club shaI1 b.
suspended during ",!y' perIOd ~i!ty!;"i<m. Thi. event on aV""'!!O
happens IS-2S days per year; .
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lamco C. R~ynolds
December 27,1999
Page 3
d. The Key West Golf Club will retain mvnersbip, CQDtrol and
responsibility for the maiJllenllllCC of the gray water distriblltion
S)'5tcm located on the Golf Course property. including but not limited
to the ponds and ini&ation system:
e. The Key West Golf Course willl1lonitor daily the '1ualily of the gray
water to ensure itl suil/lbility for ipplieation to the Golf Course
property. Th~~S will be credited iIl!a.inst $1st charges
due.and..O>IIIiq..lll...1M .Ejgn~.AtIl,.d.,*-A.ahonty, by the Key
West Golf Club; and,
f. 10 tbe evenr the Florida K~ys Aquaducl Authority expands the
wastewater treatment plant clIplll:ity. the Key West Golf Club will
""'-"'Cpt ~ delivery of gray wilier in eXCess of 500,000 gallons per day,
""cept aa limited by par&Ah c above. The Key West Golf Club bas
neither a demand not use for gray WlIlC'l' in exccss of 500,000 gallons
per clay. The delivery and acceptance of this additional capacity will
be without charlie or expense 10 either party. Howcver, the Florida
Keys Aquaduet Authority will reimburse and pay to the Key West
Gol! Club aU expcnoC8 associated with ~~~.i...~__Wstin!t--
dIalributi~_sYsl..l:f!!~..i!l~ .l~pol!!I,UlnainigatioD system, as
reqllim by the FDEll to accommodate the additional gray water
capacity. The cOlt asscciatcd with the lCey Wast Golf Club
diSlributiOD system expansion i. eatimll1ed to be 57S0,000.00.
The Key West Rc:lort Utilities, Inc. believes thlll !be terms and condi lions contained
herein arc reasonable ond within the parameter!. of market value for such III enterprise. After the
Authority hall had the oppommiry to review thil correspondence and contemplarc the I'roposed
transactiOIl. we should proceed to contract and ;Iosing.
7C'1::/t~
{William L. Smith, Jr.
WiSlcc
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\11'. Hill Smith
Key West Resm1 Utllitics Corp.
1'.0. Box 2125
K~y West. Florida 33045
Subj~~t:
Key West ResoI1S. Iue.
Dear Bill.
As vou may be aware. the Authority Ellard at the January 26, 2006 meeting dlr~<:ted starf
to initiale an otTer to the Key \\'C$t RCSOTls. Inc. ("Company") for thc put~ntial
acquIsition of thc wastcwatcr assets and s<:nice territory of the Key West Resorts, Ine
systcm (th<: "Sy~tcm"). furthcrmor~." c havc had a preliminary appraisal prcpared by
CalhoLln. Drcggors, and Associates. In~. (the "Appraisers") in order' to determinc a valuc
li)r the System. Based on preliminary information pro,'iJed by thc Appraisers and our
L1nd<:rstanding ofthc Systcm. we otl'er the following for your consideratlOn:
I. Propert~.: the acquired propel1y shall consist of all wastewater ~olk(tlllJ\,
transmission. treatl11~nt. and eftlu~nt disposal faeilllies. including the reclaimed
water transmission lioe. owncd and operating by tbe Company and prOViding
service tn the customers "f the System. This would require the dedication or
rransfer of aH easements and rights-of-way required to pro\'idc servicL' to th.:
customers of the System. AdditIOnally, the property shall include i) all tangible
property sueh as ,'ehicles. cquipmeot. computers, Ill,'entory and rolling srock; ii.i all
nece"ar)' pennits required f"r the operation of the System; iii) records and tile,
as,:.;oci.1ted with the t:lcilitics in scr\'it,;~ (final construction plans): i\) i.:usturw.:r
semce and billing records; \') and llther propcrry as idcmitied by the Partics as a
conditiun of entering a Purchase and Sail.: Agrecmcnc {collecti\"dy. tbe "PropeI1y",I.
The PrOptl1)' will not indudc ClIlY accounts recc:ivubic5 that are due ;It timC' of
Closing. The Prop<Tt)' \\'ill be purchased by Ihe AuthorilY on an "lh-is. \\here.is"
h~lSis (condition, location. etc.),
, Purchase Price: The Authv"ity will pay to the Olmers of thc Company 58,O()()3JOO
for the acquisition of the Propcrty, The Company will nOT comtnlct the expan;;ion
of the wastewater treatn1ent plant from OA99 mgd to 0.750 I11gd and going to
advanced wastewater treatment: this will be the respon;;lbility of the Authority, The
Company will advance to the Authority all funds collected to the date of closing
a;;sociated with the 5600 per EUL rate as agreed between the Company and Monroe
County (the "County") for thc coll\'ersion of the wastewater plant to advanced
was:ewater treatment Any funds reeei, cd by the Authority for customer charges
and system development fees aner the execution of the Purchase and Sale
Agrcement will be retained by the Autbority and will not be available as additional
compensation to tbe Company,
3. Excluded Assets: Excluded assets shallll1clude any cash, cxcept customer deposits
and the advanced wastewatcr Ireal1nel1l plant funds eolleetcd from prC\'iom
customers (i.c., the 5600 per EDU rate) ror the plant modillcation to advanced
\\'as~cwa{cr trcatult.:nr. accounts rel:civnble, \eased assets of the SY5tem not directly
relared to the wastewater treatment plant. and the irrigation sy,tem at the golf
course at the Key West Golf Club (KWGC).
-1. Reclaimed \\!atcr: All treated effluent Irom the wastewater plant up to 00499 mgd
\nil be a\'ailable for irrigatiun water at tbe KWGC. The Authority will not commit
any reclainled water to any other customer associated with the current Systcm
capacity 01'0.499 mgd WIthout the appro\'al of the KWGC. The rate for reclaimed
water will remain fixed at SOo4O per 1,000 gallons of delivered water for a
minimum of 5 years trom the date ufpurcbase, with the exception of the application
of indexing for Innationar)! cost recovery. The Authority will divert all ettluent not
used by the KWGC to the disposal wells or use at other disposal .,ites,
Additionally, tbc KWGC shall OWI1 tile reclaimed water distribution system and the
Authority will own the transmission line up to tbe Point of Delivery which will
need to be identlfted by exhibit and designated in the eventual Purchase and Salc
Agn:cIllent.
), Company Liabilitie~: Since the Authority is purchasing the a.;;sct~ and scr..il:t an.~a
of the Company, 110 outstanding Iiahtlities will become ohligations orthe AUlhority.
The Company will ha\'e a Phase 1 Ennronmcntal Assessment perfOlmed on all the
plant sites owned or used for System operations to \'alidate that no adverse
environmental conditions eXlst at tbe timc of closing of the transaction. The
Company will he responsible for allliabihtics outstanding or itlV'uned up to the date
of closing.
6. Transition Costs: The owners of the Company shall apply tor and secllre a
termination of Its franchise from lhe Florida Public Servicc Commission and shall
be responsible tor payment of regulatOlY assessment fees and other related charges.
if any, accnled up to the lime of clO'lI1g, The Authoriry will conduct a puhlic
intom,ation m~etillg at its Cllst with the affected ratepayers prior to closing to
infonn th~ public of th~ transactIOn and change in se" ice proyiders. Each of the
Panies will be responsible for rh~ir spcellic legal, engineering, and financial co;ts
incurred as a result of the tral1saction,
7 Operations Contract: The Authority will cnt~r into an op~rations contract for a
minimum ti\'c-y~ar t~rm \l'ith th~ cunent operator of thc wastewat~r treatm~nr
plant. The tenns aml condition. of the operations agr~ement will allow for a
compensation package that approximates the same le\'cl currently being received hy
the operators of th~ System. The operations contract can he cancelled by the
contract operator with 6 months previous written notice to the Authority at any tim~
during the initial five year operations contract teml. The Authority will b~ able to
terminate the for non-performance of the nperations contract
8. Engineering Due Dllillence. Prior to entering into a Purchase and Sate AgreemenL
the Company will allow the Authority the opportunity to review the Sy.t~m asscts
for condition and ability to comply with the requirements of the operating pcrmits
i.sued by regulatory agcneie, with oversight authority (~.g.. Florida Department of
Environmental Proteclion). Jf the engineering due diligence eyaluatlon detcrmines
Ihat addItional expenses are required to mcet the Authority standards, the 1\ uthority
will ha,e the right 10 terminate the agreement unless the deficiencies are cured by
the Company to the satisfaction of the Alllhority.
As you know, the general teons and condillons as describcd above, if aceept~d by you.
are contingent upon the review and approval of the fK.AA Board of Directors. We
believe that the otTer delineated above represents a reasonable olTer for the System and
we appreciate your consideration of these terms for the purchase of the System by the
Authority. We believe that this is a reasonable and fair proposal recognizing the specilics
of the Parties' needs, the current investment of the Company in the System, and the
overall service conditions. \\11en compared [0 the initial offer that was verbally accepted
by you during 2000 of 57,500,000 which included the "futllres" associated with the full
System growth and expansion of the System sen.ice ate a which has now been ,mderway,
this represents an overall increase to the overall lunds reccived by the Company by oyer
53 AOO,OOO as shown below:
,--.----
:\mount
-Plant C~pa~if~ Fcc~. C~}lI.~~ICd (,f~:ures. in prcvioLls5lfT~r) (tL_..~.'
, Dll.ring2(~~ __._._._._ :: Sl~~
During ~002 _, . .fS~.400
~'l)uri~lg 20~J --=-~~~'_._~~-=-~_,_._l_,_:.210.1()1-:
I DUlil1g20~ _""_. _ __.__..___._I,ln{1,.1.)9'
I S~I.blntal.2f I'lan.!. Capac~~,=~~ei~~__.. ._ 2. 936~('~-;
, .
i ._.__..___._.-'-~_.n_...J
; Op~ratml.!: Income and ~f:1nag:ell1~!!t F~cs Recc:\y.cd (i 1 (2) _ . t :
! Duril!.L':2001_.,_______ ,_._~_ ._~~ I 538.293 'i
i D\lrjll~ ~002 . ~ 127.566
~Durin~2003 ~-_._-----~-l~,---.. .!'5~-
i During:!Ofl4 .._.._.. __,.1_ 197:2UL
~~lbtotnl ofOlhsr Fun~~~ ReL'c,i,~~__ ,___ .__~-L~___,~4.~
___-- -=- -=-:-J~_=___:___=_=
'I S8.00!,),f)nu I
- -1----.
~otal FUIl~s Reccil,'edb.... Companv ~ ~- ~ ~. --i1SlO.94~.876 )
I In'hat Offor bv fKAA 01 " _ __.-.-==::t:1=~ ruOO.OOO
Ilncroase in Funds Roceived by Compaov__.__~_ 53.444.876 I
Lease io FU:,dS Received bv c~an'. -without Other Fun~.-t= $3dlO.()~
'II Amounts shown derived fr()1l1 t.:ach re=,p:;ctlVC year Annual Rc:port sublmttcd hy I
the Compan,y to the Florida Public Sen-ic(.' Comnl15s.i(lO. Th~ 2005 Annunl
Rcp(>n is not ;1\;aUablc but th~ indusi{)fl of ~uch amounts is J.nticipated III
increase the o\'entll CUlllts recei....ed by Company. i
i.2) Operaling IIl4.:ome includes deprcl'iatiun expense \vhich is a non.cash expense ur
the company, 1
i)) Initi:ll ()fter IJf FKAA based, in part, on the pUfcha~ed price comaim:d in Bill
Smith Offer Letter dated Dcct'mber 27. : 999 to {he: Au!horit..-,
------- _._.,_..---~
rr_~~S":d :\"'4uisitIOll Pr~cc
If you accept the Authority's offer '" oullined herein and it IS appro\Td by the
Authority's Board of Directors. I suggest that the Panics craft a \[emorandum of
l'nderstandlng to more fully describe the terms and conditions of the transaction and the
responsibilities of the Parties so wc caulIlove forward with the transaction. Please do not
hesitate to give me a call if you have any questions with regard to our proposal and we
look forward to hearing from YOll soon.
Very truly yours. ,,'
Florida Key~,A;;,ed~jdthOritY
AIII/
~eynold , (
/'F,ccutivc D rector
_./~
'-:'I r"",\ ..~ c 1
I ~,t ; r , ; , ~
i ':) lsU ~ ~~
J
April 26, 2000
PRMG # 1097-03
Mr. Roger Braun
Director of Ctilities
Florida Keys Aqueduct Authority
P. O. Box 1239
1100 Kennedy Drive
Key West, FL 33041
Subject: Preliminary Financial Evaluation of Key West Resort Utilities Corporation
Dear Mr. Bralll1:
Public Resources Management Group, Inc. (PRVlG) has prepared a preliminary fmancial
evaluation of the wastewater facilities of the Key West Resort Utilities Corporation (uK. W.
Resort Utilities" or the "Utility). The purpose of the preliminary financial cvaluation is to assist
the Florida Keys Aqueduct Authority ("FKAA") in its evaluation of K. W. Resort Utilities' otTer
to 'IeI1 its wastewater system facilities and assets. The preliminary financial evaluation set forth
in this report is based on two methods that are summarized for your consideration: i) a going
concern or present value/cash income analysis. and ii) a debt capacity analysis. Both of the
financial analyses are based upon preliminary projections of cash flows gcnerated by current and
future operations of the Utility in order 10 provid~ information 10 the FKAA as it relates to the
financial aspects of the potential purchase of the Utility. The preliminary financial evaluation set
forth herein, subject to additional due diligence, including further verification ofthe assumptions
relied upon in the analysis and the service area, tinancial and cost data provided by K.W. Resort
Utilities, along with an engineering review and evaluation of the facilities owned by thc Utility
and verification of the cost estimates and assumptions included in th" Utility's Engineering
Master Plan, should ptovide a ba.'lis for FKAA' s consideration of K, W. Rcsort Utilities' offer to
sell the wastewater system. The present value/cash income analysis and the d~bt capacity
analysis are commonly used along with olber methods to determine the value of utility system
properties and the results of these analyses should assist FKAA in its negotiations with the
Utility owners.
In the development ofthe preliminary financial analyses, which are summarized in the tablcs and
schedules included at [he end of this letter report, PRMG relied upon i) infonnation contained in
the Utility's Annual Reports for the calcndar years 1995 through 1999, as filed with the Florida
Public Service Commission (FPSC); ii) discussion with the owners of the l"tility relative to
future growth and service arlO>l needs of the Utillty; iii) detailed cu.'llomer billing infonnation for
general service customers served during calendar year 1999; and iv) assumptions and
infonnation contained in the Utility's Engincering Master Plan regarding the expansion of the
Utility system in order to provid" wa..tcwater collection and treatment services to both existing
and new development within the Utility's s"rvlCC area. To Ibe el<tcnt we have relied upon certain
';"'~"_cr.I"'''''''''~:_
Mr. Roger Braun
Florida Keys Aqueduct Authority
"-pril 26, 2000
Page 2
data. cu,t estimates and infonnation obtained from K. W. Resort Utilitics and others in the
preparation of this report, we have relied upon such information to be accurate and no assurances
are intended and no representations or warranties are made with respect thereto or the use maJe
herein.
For the purposes of developing the present valudcash income analysis of the Utility, a 3D-year
forecast period was utilized. In developing the dcbt capacity analysis the first five years of the
forecast werc utilized. The first year of the analysis was assumed to be calendar year 2000. The
projected costs and revenues used in the preliminary financial evaluation are based upon the
Uility's actual financial operating results for calendar year 1999 with certain adjustments as
described herein. The estimated costs to operate and maintain the t.:lility's wastewater system
havc been projected from the 1999 base year to reflect the impact ofanticiP'ltcd customer growth
on operating costs and such projections do not reflect any increases in costs due to inflation.
Similarly, the estimated revenues Over the forecast period are based upon the wastewater mtes
currently in effect and such rates are not indexed for cost inflation.
The remainder of this report summarizes the results of the preliminary financial evaluation
including lID overview of the principal assumptions and considerations utilized by PRMG in
preparing such evaluation of the wastewater system owned by K.W. Resort Utilities.
GENERAL
The K. W. Resort Utilities provided wastewater service to 846 customers as of December 1999.
Thesc customers included 807 residential customers, 39 multifamily tmils and 16 commercial
customers located on Stock IsJIUIll. Historical customer billing statistics, the number of accounts,
multi-family units and commercial accounts served, and wastewater treatment for the calendar
years 1995 through 1999 are includetl in Appendix A. [I} additiol} to its current operalion, the
Utility's service territory includes a significanl number of homes and businesses that are not
presently served by the Utility. In preparing the preliminary financial evaluation, we have
assumed that a major investment will be undertaken to expand the Utility's wastewater collection
system providing wastewater service to an additional 1,320 customers over the next five years.
The analysis also assumes that once Ihe colleclion system is expanded, the Monroe County'
mandatory sewer connection ordinance will require that all parcels with sewer lines fronting the
property be required to connect to the system within one year of central sewer service being
made available.
The Utili!)' has developed an Engineering Master Plan (the ~Master Plan") and cost estimales to
provide sewer service throughout Stock [sland. The Masler Plan contemplates a three-phase
program to expand the sewer collection system. Based on current flow levels and wastewater
treatment capacity available to sCI"'e new growth, our analysis shows that the existing
wa.tewater rreatmem facilities can provide wastewater treatment service to the new customcrs
included in Phase I and Phase III of the Master Plan, sevcral areas currently served by packagc
plants and the remaining development associaled with the Key West Golf Club Development (54
1I0mes) and Sunset Marina (45 additional multifamily units. a restaurant and a dock master
l'yr.."'~"w....""",,,:.....
Mr. Roger Braun
Florida Keys Aqueduct Attthority
April 26. 2000
Page 3
building). In order to provide service to the areas designated as Phase II in the Master Plan, or
any additional area~ outside the current service territory, the Utility will be required to expand
the existing wastewater treatment plllJlt capacity. Fnr purposes of the preliminary financial
evaluation, we have limited the projected cu.stomer growth to that which can be served by
existing treatment plant capacity. At prescnt, the wastewater treatment plant has a capacity of
499,000 gallons per day of average daily flow. In calendar year 1999, the Utility treated an
average daily flow of approximately 229,156 gallons per day. In order to determine the ERUs
available for new service an adjustment was made to the actual flow to acCOWlt for the difference
between the average number of customers served in 1999 to the year end number served. At the
current rate of utilization the wastewater treatment plant can provide service to approximately
1,306 additional equivalent residential units (ERUs) based on an average daily flow of 205
gallons per ERU. The tabulation below shows thc derivation of potential new customer gro~1h
that can be served by existing treatment facilities.
Wastewater Treatment Capacity (ADFj(GPD)
Wastewater Treated (Year F.nd 1999) (ADFj(GPD)
Treatment Capacity Available to Serve New Growth (ADF)(GPD)
Estimated Flow per ERU (AUF)(GPD)
Potential Customer Growth (AIJF)(GPD)
499,000
231,270
267,730
205
1.306
CUSTOMER FORECAST
Since the present value/cash income IIlUllysis and the debt capacity analysis both recognize
projected changes in cash flow (primarily derived from increased sales revenues), a significant
assumption deals ""ilb the potcntilll ~wth of the Utility service area. To the extent that a
significant amount of ~wth can be served from the existing treatment plant capacity, the
potential for an increased level of net revenues (increased cash receipts less increased operating
expenses) and thus an associated increase in the pres~"Ilt value and debt capacity of the Utility
",,'ill occur. As presented in the most recently filed 1999 Annual Repon, the utility provided
sewer service to approximately 846 customers at tbe end of the year. Based on the goal of
providing central sewer service throughout Stock Island and the expansion of the sewer
collection system as outlined in the Utility's Master Plan, it is assumed that a significant amount
of growth will occur in the near future. The following table summarizes the number of ERU~
anticipated to be served by such system expansion based on the ~ster Plan provided by the
o"neTS of the Utility.
.>I,...;.,S.<d:.I....'....:pIl1:..
Mr. Roger Braun
Florida Keys Aqueduct Authotity
April 26, 2000
Page 4
Phase I System Expansion (Vacant Lots)
ROY's Trailer Park (Package Plant)
Boyd's CampgrOtlnd (Package Plant)
Phas< III System hpansion (Sewer Retrolit)
IDe\lelopment Assumptionl
Service Ay-ai lab Ie.; Bui]i~Out Unifonnly over 4 y~
Service Available; On Line by 200 t
Construction lo C'oTl1m~H.:t! 200 I; Conn~1ions
Initiate 2(J02? Retrofit Uniformly over 3 Years
Built-Out over 11 years starting in 2002
Connected in 2002
COMe<lOO m 2002
COR5lrUcdon to Commence 2002; Connections
fniriale 2003, Retrofit LTnifonnly over.3 Years
Totals I.JOG ;. i"~,p,-,,,,'-I...."
l;.. r~' ','.r
As can be seen from the table above and in the detailed schedules of projected customer gro",r6
included in Appendix A above, the near-term growth potential of the service area, largely based
on providing sewer service to existing development under a mandatory hookup ordinancc as
anticipated by the owners of the Utility, is material, assuming expansion of the sewer collection
system and as such was recognized in the financial analyses included in this report. The
assumptions regarding the infill of new construction on vacant lots in the Phase I sewer
collection expansion area is based on the Master Plan estimates and the available treatment
capacity and it is assumed that the grov.1h in the customer base due to new consrruction reflected
herein is within the limits imposed by Monroe County's rate of growth ordinancc. Also it is
assumed that previously reserved capacity for Key West Golf Club Development and Sunset
Marina for new construction which must still be completed will a1su be allowed as projected
herein under the County's rate of growth ordinance.
!>;umber of
Add itional
ERU,
54
60
nll4
Area of Growth
Key West Golf Club Development
Sunset :\1arina
Phase I Sy")rem Expansion (Sewer Re.rotit)
2~
108
28
341
IfINANCIAL EV ALUATlON - ASSUMPTIONS AND CONSIDERA"llONS
The general approach used in the determination of the present value of the cwrent and future
cash flow assumed the operations of the Utility under a public ownership basis. This assumption
required certain adjustments in the cost incurred for Utility operations. as reported in the 1999
Annual Report for thc privately owned Ltility, to be recognized in the cash flow projections.
In the development of the financial projections used in the present value/cash income analysis
and the debt capacity analysis included in Tables r and II, rC.'lpCctively, at the end of this report, a
number of assumptions were utilized and certain operating expense adjustments were made.
DetBilcd schedules showing the various components of the financial evaluation are included in
Appendix A at the end of this report. The following is a summary of the assumptions and
operating expense adjustments recognized in the financial analysis.
1. Sales revcnues derived from the application of the monthly wastewater rates were based
upon i) historical customer billing data reported by the Utility and summarized in its Annual
Report; ii) the forecast of additional customer grov.1h based on collection syslem expansion
------
\""::"J..~"w.oJ.""'l~\
- --"--
\
Mr. Roger Braun
Florida Keys Aqueduct Authority
April 26,2000
Page 5
as described ahovc; and ili) the eXIsting rates for service based on the FPSC approved
waste\\-llter rates without any fUrther adjustments for rate indexing or future rate increa.o;e,
1. The cwrent rates for wastewater service were placed into effect for service. rendered on or
after September 3D, 1999 and, therefore, have been in effect ror less than seven months. The
I Jtility has four rates classifications: i) Residential: ii) General Service; iii) Private Lift
SUltion; and Reclaimed Water.
The residential customer classification includes single-family homes, mobile homes and
individually metered multi-family housing, such as condominiums and apartments. The
Utility's existing rates for wastewater service are as follows:
A. Residential (per dwelling unit):
Flat .."te per month ofS34.56
B. General Service:
Meter Size Bas. FaclUty Cltart!.. Per .Mont!!
5/8" x ~-:." $26.29
)" S63.92
2" $196.35
3" $388.93
4" $605.62
Charge per 1000 gallons of metered water use $2.92
C. Private Lift Station
Meter Size Due Facility Chart!.. Per Month
518"" Yo" S27.81
)" $63.92
2" $196.35
Charge per 1000 gallons of metered water use S2.35
D. Reclaimed Water
$0.40 per 1000 gallons ofrecla;me<l water
delivered
3. With respect to historical wastewater tlOVl'S, the average monthly flow for existing customers
has ranged between 202 and 254 gallons per average annUal customer per day. With respect
to the service provided to additional customers, it was assumed that such customers would
have flow requirements of 205 gallons per day, based on estimates included jll the Master
Plan. In order to meet the service area growth potential, a major capital investment in sewer
collection system facilities will be required by the owners of the Utility. For purposes of the
financial evaluation, it is assumed that the Utility will Wldertake a comprehellSive approach
to expanding the sewer collection system facU itics in order to provide centrdl sewer service
throughout much of Stock Island. as contemplated in the Utility's Masier Plan. The cost
estimates used to reflect this investment are based 011 developing a vacuum collection system,
which represents the lowest cost alternative to provide central sewer service throughout most
l._"~"'''~... tIllIdll"""r~,1Oo
Mr. Rogcr Braun
rlorida Keys Aqueduct Authority
April 26,2000
Page 6
of Stock. Island Rased on cost estimates and information tram the lJtility Master Plan for
Phase I and Phase 111 of the collection system expansion, which the Utility owners indicate
are the most economically feasible of the three phases designed to serve Stock Island as
described in the Master Plan, the capital investment assumcd in this analysis is summarized
as follows:
Capital Improvement Amount
Assumed Year llf
Expenditure
~.-- --
Phase I - Vacuum System Expansion
Phase III Vacuum System Expansion
Tutat Recogni:a:t.l Inveslment
$ 1.7.\0,356
I,084,lJ5
$ 2,834.491
2001 through 2003
2002 through 2004
4. For the purposes of this analysis, it was assumed that the cost of thc connection of thc
property to thc wastewater mains (tap) and any on-sitc cost to remove existing septic systems
and sewer treatment facilities, such as package plants, would be paid directly by the
customt:f.
5. In addition to revenues derived from the application of the monthly rate for service. other
revenues and sources of funds (cash) were rccogni7..ed in the analysis. These sources
included i) capacity fees based on the new connections recognized in tbe forecast and the
current c;opacity charge of $2,700; ii) miscellaneous service charge revenues (tum-on/of'f
charges and other miscellaneous income) which were also recognized; iii) revenues from
sales for reclaimed water to the Key West Golf Club were based on the terms of the
Wastewatcr Reuse Agreement, expected reclaimed water available from the treatment
process, and the amount of reclaimed water required by the development purchased at a rate
of $0.40 per ] ,000 gallons; and iv) interest income on working capital balances allowed by
the FPSC under general rate-making principles were also included in the financial analysis.
6. With respect to the projected cost of operation.. and maintenance, several adjustments were
made to the operating expenses reported in the ] 999 Annual Report to rdlect operations
under public ownership, rather than private ownership. The adjustments recognized in the
financial projections include the following:
A. Contract management fees associated with Utility administration and contract accounting
fees were each reduced by $10,000 in the 1999 base year to reflect administrative savings
anticipated under public o....nership.
H. To account for unfnreseen expenses and extraondinary maintenance, which may occur
periodically, a contingency allowance has been recognized in the present value/cash
income and debt capacity calculations. Specifically, a 5% contingency ailowance applied
to the adjusted operating expenses has been recognized. The contingency allowance
serves as a reduction in the net revenue available to the !Jttlity.
11oj:"'T.I,;..dt.k."",~"lW'J~
Mr. Roger Braun
florida Keys Aqueduct Authority
April 26, 2000
Page 7
C. With respecl to state and federal income taxes, property taxes, and regulatory assessment
fees, such amounts were nol recognized. Such amounts represent expenditures recovered
from rates solely for those utilities that are privately o.....'Iled and regulated by the FrSc.
Publicly ov.ncd utility systems do not incW' such costs and, as such, these expenses have
not been recognized in the financial projections used to develop thc present value/income
analysis ane! the debt capacity llI1alysis.
D. Included as a cost of the system reported in the 1999 Annual Report is depreciation
expense on the used and useful ulility plant investment of K.W. Resort Utilities. Such
amounls are a non-cash expense and are generally nol rccogni7.ed as a cost to be
recovered from me rates of a public utility. As such, this expense was not recognized in
the net revenue projections.
E. The adjusted operating expenses for the Utility were subsequently escalated for the
[arecast perioe!, recognizing several escalation parameters. Although no overall cost
inflation adjustment was recognized in the analysis, certain expenses were escalated to
recognize lhe effect of me Utility system's anticipaled customer growth. Specifically,
expenses thaI were considered 10 be variable (now) relaled, such as chemicals and
electric power, were escalated in accordance with the increased customer growth and
flow requirements. Expenses Illat were related to the numbL'f of customer served (e.g.,
the customer accounting component of the contact operations COSts bad debt expense)
were increased based on the growth in customers served by the l.:tility. Other expenses
were adjusted, as de~-mcd appropriate, recognizing the lack of inflation indexing assumed
in the analysis.
3. In addition to the cost of operations and maintenance, an allowance for the funding of a
renewal and replacement fund (R&R Fund) was recognized. The pwpose of an R&R Fund is.
to accrue money to provide funds for the renewal, replacement, upgrade, and hencnnent of
the Utility plant over time. For public utilities which utilize utility revenue bonds to finance
capital improvements (which includes me Florida Keys Aqueduct Authority), the aUlhorizing
bond resolution for such bonds generally requires that a utility fund and maintain an R&R
Fund. Gcnernlly, the deposits to such fund arc expressed as a percentage of gross revenue,
with the most common funding percentage being equal to five percent (5%). For the
financial evaluation, which assumes public ownership, deposits to an R&R Fund equal to 5%
of the previous year's gross revenues has been assumed in each year. This funding deposit
(i.e., a revenue requirement from rates) would be in addition to any repair and maintenance
cxpenses included as a component oflhe daily operations of the Utility.
PRESENT VALUE I CASH I:'I'COME ANALYSIS
Based on i) the assumptions recognized in the financial evaluation, as di"us~ above;
ii) information provided by the Utility; and iii) data presented in the Annual Reports, as
submitted by the Utility to the FPSC; the estimate of the present value of the future ea.,h flows
generaled for system operations is summarized below. In order to determine the present value of
("'~Jl'.".'" i~""'Ko'::pI<'l Jll~
Mr. Roger Brawl
Florida Keys Aqueduct Authority
April 26, 2000
Page 8
the future cash flows generated by the Ctility operations, a discount factor of 6.0% was used to
convert the Utility's projectcd cash flow under public ownership over a thirty-year period to
present value. This discount factor was deemed \0 be reasonable by PRMG for the purposes of
the present value/cash income analysis and is consistent with assumptions about the cost of new
debt utili7.ed in the debt capacity analysis. "I1,e detailed analysis of the present value of the future
casb flow for the Utility is induded on Table I at the end of this reporL
Des:ription
-Net AYdilable Re\lenues . System OperatlOIl$
Net Pre,ent Value. Plant Capacity Charge, (lmpact Fee,)
Net Present Value a Additional Company Investments
Total System Net Present Value
Amount
S 5,789,367
2,936,443
<2.514.637>
S 6211.173
As can be seen in the summary above, tbe estimated net present value of the Utility is
approximately $6,211,173. Based on the assumptio", utilized in the financial evaluation herein,
the present value of future cash flows can be considered as a method to estimate the opporlunity
cost of the owners for the future revenue stream of the Utility system.
DEBT CAPACITY ANALYSIS
A major financial consideration tbat should be addressed deals with whether the acquired system
can financially support itself based on revenues derived from existing rates in relation to the
acquisition price paid by the FKAA. In order to address this issue, it is heneficial to have an
understanding of the debt capacity of the Utility. Debt capacity is defined as the amount of debr
that can be funded from the net revenue contribution that is available to pay principal and interest
payments on revenue bonds assumed to be used to fUlllnCe the acquisition of the 1.:tility by the
FKAA. The primary issue addressed in this analysis is whether the existing cuslOmers of the
tJrility are affected from a ratemaking standpoint as a result of the acquisition cost and
subsequent capital requiremenls to expand the system.
Table II included at the end of this report, summarizes the debt capacity analysi~ of K.W. Resort
Utilities' wastewater system for each year over the next five (5) calendar year:\ beginning with
2000. With respect to the amounts available to fund tbe acquisition of the Utility recognized in
the analysis, the criteria includes tbe debr service capacity based on the projected revenues and
operating expenses adjusted for public ownership and the c.pital improvement requirements as
discussed herein. As can be seen on Table" at the end of this repon, the amount available for
utility acquisition based on tbe estimated debt capacity for the K.W. Resort Utilities is
approximately $1,32 J .059 in the year 2000 growing to approximately $4,974,686 by the year
2004. The growth in debt capacity assumes completion of the collection system expansion and
hookup of 1,306 additional ERUs phased in over the same time period, application of existing
rates and plant capacity charges and projected operations for fiscal years 2000 through 2004. as
discussed herein. This amount reflects the net principal amount of oond.s tbat could be issued
depending on the timing and structuring of the transaction for the acquisition of the Utility and is
I""'~''''~.<do......",,""o.:k
Mr. Roger Braun
Florida Keys Aqueduct Authority
April 26, 2000
Page 9
based on the following financing assumptions in addition to the othcr assumptions discussed
hcrein. .
1. In the development of the debt capacity analysis. we have assumed a 10% covel""<Ige
requirement in order to meel the rate covenant requirement of the FKAN s governing Bond
Resolution. By providing a 10% coverage allowance as a revenue requiremenl in
conjunction with renewal and replacement funding requirement' recognizes the financial
obligations to produce opemling margins in detennining the amount available to pay for
debt service related to the acquisition cost.
2. In calculating estimated debt capacity, the financing assumptions include an allowance for
the cost of the bond issuance at 2.8% with an additional 0.15% to purchase a surety
contract to fund cash reserve requirements and acquisition Itransaction costs of S150,000.
3. In the development of the estimates of projected debt capacity. the analysis assumcs that
debt capacity is defined as the principal amount of utility tax-exempt revenue bonds that
would be issued to finance tbe acquisition of the Utility. To alleulste debt capadty, the
financing tenus assumed included i) payment terms of 30 years; it) average annual interest
rate of 60%; and iii) no capitaliz.ed inlerest payment from bond proceeds.
4. In addition to the financing assumptions. the debt capacity analysis also considers the cash
flow implications. or net funding requirements, if any, associated with capital recovery
from plant capacity requiremems versus collection system expansion costs. Since the
analysis assumeli no additional plant capacity requirements, it was asswned that all of the
plant capacity recs would be available to fund the cost of expansion of the collection
system.
We appreciatc the opportunity to provide this financial evaluation of the wastewater system of
the Key West Resort Utilities to the Florida Keys Aqueduct Authority and hope that it proves
beneficial during the negotiation for the potential purchase price and terms of the Ctility
acquisition. This analysis should not be considered as an appraisal of thc utility .ystem but is an
financial evaluation prepared solely for the Florida Keys Aqueduct Authority to provide
assistance in the negotiation of the potential purchase offer for the Utility. If you should have
any questions with regard to the assumptions used, or the r~ults of the financial evaluation as
containcd in this report, please do not hesitate to give us a call.
Very truly yours,
Public Resources ~lanagemeDt Group. Inc.
Robert I Ori
l'residcnt
Dce:
I~~'.;""~_''''''''''!.u ......
BOARD OF COUNTY COMMISSIONERS
AGENDA ITEM SUMMARY
Meeting Date: AUI! 2. 2006 - MarathoD
Division:
DOCC
Bulk Item: Yes
No ---1L...
Department .
DISTRICT FIVE
Staff Contact Person: DoDDaHanson
AGENDA ITEM WORDING:
Discunion of the intent of the Sept 6, 2005, ILA between the FKAA and Monroe County.
ITEM BACKGROUND:
I. ST4 TF.:vIf.~T Of J~"'F.ST:
., his agreement ~hall set forth com.:niunc:1ls "r the: partie, to work together 10 llChlc:~e the ~O 1 0
mandale 10 ;,(v.cr the ~ Imida Ke).~, The pllflies ,hall "'wit togcther to Qb:<lin I'u:ldnl! for
\IOi&$:e....lIter \realmenl facilities from ,laic an.! feue:-,.! suurces. nw panles shall cooperate wilb
each ether illld lIi:l i;l II limel)' mar.nc:r !o IICqU;~, desip, const;UCI. lInd opcrarc wa.~tcwater
trca~.cnt S) stems thm~ghoul the aoincarrO/ated areas I\f "'unroe CounIY. excepl ror Ihe area
co,.red hy t~ ,",cy Largo Wasrewater District, whkh ha!l .Is -epllr&te author:~ alll!
respons:bi:i". for ""weling that area, The ?lII"lies funht:r inlend Ihat the s"\IOcr-r.g uf the Flclida
Ke)'s ,haJ: X. d~mc at a reasul1Bhlc ~n"t lu u~rs.
PREVIOUS RELEVANT BOCC ACTION:
CONTRACT/AGREEMENT CHANGES:
STAFF RECOMMENDA nONS:
TOTAL COST:
N/A
BUDGETED: Yes
No
COST TO COUNTY:
SOURCE OF FUNDS:
REVENUE PRODUCING: Yes
No
AMOUNT PER MONTH_ Year
APPROVED BY: County Atty _ OMBlPurchasing _ Risk Management _
DIVISION DIRECTOR APPROVAL:
c;LeV\.V\. PClttoV\.
COMMISSIONER GLENN PATTON
DOCUMENTATION:
Included ~
Not Required
DISPOSITION:
AGENDA ITEM #i!..L
INTERLOCAL AGREEMENT
MONROE COUNTY AND FLORIDA KEYS AQUEDUCT AUTHORITY
WASTEWATER SYSTEMS
THIS INTERLOCAL AGREEMENT is entered int" pursuant to Sec. 163.0], F.S.. by and
between ~onroe Comuy, a political subdivision of the State of Florida, (County). and the Florida
Keys Aqueduct Authority. Inc., an independent special district. (FKAA).
WHEREAS, the Florida Legislature has identified the Florida Keys as an area of critical state
concern. and ha.~ authorized actions by the County and FKA..... to provide adequate wastewater
treatment to protect the environment and the health, safety and welfare oflandowners and
persons inhabiting the Florida Keys; and
WHEREAS, the COWlty is authorized by Sec. ]25.0](1), FS, to provide, assist in providing
and fund centralized wastewater treatment systems;
WHEREAS. Chap, 99-395, Sec. 6, Laws of Florida, and the County's Comprehensive Plan
require that certain wastewater treatment levels be achieved by 2010, levels which can best be
achieved by central wastewater treatment systems;
WHEREAS, the FKAA is authorized by Chap. 76-441, Laws of Florida. as amended, to
design, construct, and operate, wastewater treatment systems;
WHEREAS, the FKAA and the COUllty have entered into previous interlocal agreements
establishing and confirming their ongoing relationship in providing wastewater facilities in the
Florida Keys; and
WHEREAS, the County, by adopted resolutions, has provided funding to the FKAA for
W'8Stewater projects and shall provide additional funds to the FKAA for the administration,
planning and construction of future wastewater projects in unincorporated Monroe County; and
WHEREAS, the County has deeded to the FKAA parcels of land on Conch Key, thc
Sadd]ebunch Keys and Grassy Key; and
WHEREAS, the County has demonstrated its commitment to sewering the Keys by
transferring, at no cost, to FKAA the Grassy" Key parcel. for which ad valorem taxes were
expended at fair market value and the parcel is to be used by FKAA to serve the City of
Marathon, and has committed a maximum of $20,000,000 to the Key Largo Wastewater
Treatment District; and
WHEREAS. the Baypoint (Saddle bunch Keys) and Conch Key projects, constructed by
FKAA. are soon to be operational; and
WHEREAS. the County and the FKAA intend to continue their cooperation widl
Governor Bush, the State Cabinet, the Department of Environmental Protection and the
Department of Community Affairs to implement wastewater systems in unincorporated Monroe
COUllty by 2010; and
Mon,oe CounlJ.FKAA Droft [LA Scp" 6.1005
WHEREAS, the parties desire to further define their commitment to work together and to
answer concerns raised by the State Cabinet, at a meeting of August 23, 2005, concerning an
agreement dated August 17,2005, between the parties; and
WHEREAS, the parties have been in reliance upon expressions of commitment by the
Florida Department of Community Affairs of $1 0,000,000 for wastewater projects for Iiscal year
2005. and $20,000.000 for fiscal year 2006, a.s identified in the Growth Management Plan
attached to County Resolution No.039-2004, and the ability to obtain additional critical financial
assistance from the State of Florida, the federal government and their agencies to achieve the
purpose of Ibis agreement; now therefore,
IN CONSIDERATION of the mutual consideration and premises set forth below, the
parties agree as follows:
1. STATEMENT OF INTENT:
This agreement shall set forth commitments of the parties to work together to achieve the 2010
mandate to sewer the Florida Keys. The parties shall work together to obtain funding for
wastewater treatment facilities from state and federal sources. The parties shall cooperate with
each other and act in a timely manner to acquire, design, construct, and operate wastewater
treatment systems throughout the unincorporated areas of Monroe County, except for the area
covered by the Key Largo Wastewater District, which has its separate authority and
responsibility for sewering that area. The parties further intend that the sewering of the Florida
Keys shall be done at a reasonable cost to users.
2, RESPONSIBILITIES OF COUNTY:
2.01 The Countv shall o"'"!\ the land and infrastructure of the wastewater treatment systems
acquired or constructed under this agreemenWmd any amendments hereto, and shall le~e said
assets to the FKAA as described in Section 3.08 below.
2.02 The County, in addition to funds obtained from state and federal sources, shall provide up
10 the limits of its bonding capacity of the infrastructure sales surtax and County's ability to levy
special assessments, the funds necessary to complete all wastewater projects so that citizens do
not have to pay in excess of $4,500 per EDU in non-ad valorem special assessments. The
County shall provide $20,000,000 for the costs of acquisition, procurement, design, and
construction of wastewater projects in the_Lower Keys. County conunits to full faith and
diligence in working with the FKAA to provide funding to make costs of system development
and connections tor the Big Coppin and all future projects reasonable to users. Countv shall
ha,e the responsihility of levying !Ile special assessments for wastewater projects. Lo~er Keys
projects included under this Agreement are Big Coppitt area, Cudjoe-Sugarloaf area, and Big
Pine area. Other unincorporated County projects are Duck Key and Long Key.
2.03 The COWlty Administrator shall review all procurement documents drafted by, or on behalf
of, FKAA for wastewater treatment systems in the unincorporated county. The County
Administrator shall make suggestions for changes as he deems in the best interest of the general
public.
Monroe Counl}'ifKAA Draft ILA Sep. 6, 2005 2
2.04 The County Administrator shall appoint two members of the evaluation comminee should
any committee be established.
205 The County shall convey to FK.<\A such easements as are necessary for the installation of
sewer lines.
3. RESPONSIBILITIES OF FKAA:
3.01 The FKAA shall administer the procurement processes for the design and construction of
wastewater systems in Wlincorporated Monroe COWlly.
3.02 The FKAA shall develop requests for proposals (RFP) and requests for qualifications
(RFQ) for the procurement of wastewater systems in unincorporated Monroe County, consistent
with the procurement policies of the FKAA and applicable State statute(s). FKAA shall submit
the drafts of RFP/RFQ to the County Administrator for review and input, give due consideration
to any suggestions for changes, and shall advertise RFP!RFQs.
3.03 The FKAA shall accept the RFPIRFQ submissions. It is intended that contracts be
awarded to the most responsive subminer, which shall not be required to be the lowest
responsive bid., the most qualified responder, or other. The plll1ies recognize that the lowest bid
may not be the most effective bid. Accordingly, an evaluation committee which ",ill comply
with Sec. 286.011, F.S., may be established on an ad hoc basis for each procurement process.
Should an evaluation committee be established, the Executive Director of the FKAA and the
County Administrator shall each appoint two members.
3.04 The FKAA shall give due consideration to recommendations of the committee, if any,
and the County Administrator. The FKAA shall award the contract.
3.05 The FKAA shall provide construction management of each project to insure its expeditious
and ecoMmie completion. The FKAA authorizes the County Engineer anellor his designee to
make site visits to any project under construction, and shall give due consideration to any
suggestions of the County Engineer regarding an ongoing project.
3.06 The FKAA shall retain the f111ancing authority provided in its enabling legislation.
3.07 The FKAA shall aid the County in its effons to obtain funding by providing copies of such
documents as the County needs to support its issuance of bonds or to seek Federal and Slate
grants to assist in the funding of all said.wastewater projects.
3.08 The FKAA shall lease from the County the land and infrastructure of the wastewater
treatment systems acquired or constructed under this agreement and any anlendments hereto.
The Lease shall he irrevocable and provide absolute and unconditional authority to the FKAA 10
establish system development fees, rates, budgets. and rules governing operations In such
manner as to be consistent with Section 4.06 of this agreement. 'Ibe lease term shall he ninety-
nine (99) years, _ .,,/\~ ...'llble .WI-.1lIt adeitional ninety-nillt (991 j'4'an. The fKAA shall be
responsible for the maintenance and operations of the systems leased from the County. The
:vIonroe Counry:FKAA Draft ItA Sep. 6, 2005 3
parties understand and agree that the lease to be entered by the parties shall contain covenants,
warranties, auditing and monitoring provisions consistent with the provisions found in the
Interlocal Agreement between the County and the Key Largo Wastewater Treatment District.
3.09 The FKAA, pursuant to requirements of their enabling act, shall ensure that at least two
public hearings be held in the area affected before any system development fee, rate or any other
user fee is established or increased. All revenues derived from the wastewater systems by the
FKAA over and above maintenance. operations, customer service, billing, and any direct costs
specitically incurred to provide these services shall be used solely for the purposes of the
wastewater systems, such as the payment of debt service and retirement of bonds.
3.10 This Agreement shall not apply to wastewater assets currently owned by FKA.A or
herC'<lfter acquired from any other utility.
~. COOPERATION IN CARRYING OUT AGREEMENT:
4.01 The County Administrator and the FKAA Executive Director shall meet as necessary to
complete the tasks set forth in this agreement. The County Administrator and the FKAA
Executive Director and their staffs shall only serve in their customary capacity of fact-finding,
professional advice to, and other efforts to carry out the policies of, their respective boards.
4.02 All communications and dissemination of information regarding wastewater projects shall
be through the Offices of the County Administrator and the FKAA Executive Director.
4.03 The parties recognize an obligation of $80,000,000 of bond-financing to be secured by
special assessments)n the unincorporated county.
4.04 The parties agree to enter into a lease consistent with this agreement in the most
expeditious manner as possible.
4.05 The parties shall work together to secure sites for wastewater treatment plants in remaining
lower k.eys no later than July 12, 2007. Attached hereto is Exhibit A setting forth a preliminary
timetable for the projects.
406 Neither party shall take any action or omit to take necessary action, including action
pertaining to rate setting, that ....ill adversely affect the tax-exempt status of County and FKAA
bonds. or the respective party's ability to issue bonds under this agreement. Each party will take
sucb action as is reasonably requested by the other party in connection with the issuance of
bonds so as to allow the other party to issue such bonds on a tax-exempt basis, including, but not
limited to, executing tax certificates.
5. EST ABLlSHMENT OF CERTAIN PREREQUISITES FOR EACH PROJECT
5.01 The County and the FKAA shall work together to achieve the following goal: to establish
fair and equitable connection fees and user fees to fund the operation and maintenance of
wastewal~r Sj/stems.
Mon'oe Counl),FKAA Draft ILA S.p. 6,2005 4
5.02 Projects constructed under this agreement shall confonn to the Monroe County Sanitary
Wastewater Master Plan.
5.03 It is recognized that some outlying areas of the Keys which are 1I0t heavily populated may
nOt be feasibly served by a centralized wastewater and sewage system, and that Alternative
Wastewater Facilities may be required to be installed to meet the mandate for adequate
wastewater treatment in the Florida Keys. All Alternative Wastewater Facilities that may
hereafter be constructed and operated within the Service Area of the FKAA shall conform to
good utility practices, adequate service to the public, ensure adequate Wastewater Service for the
Florida Keys and its citizens. FKAA shall comply with all applicable laws and rules in issuing
prior approval for the use, construction, installation, or operation of new or ex.panded Alternative
Wastewater Facilities. The FKAA shall require and enforce the use of its own Wastewater
Facilities and facilities leased from County whenever and wherever they are accessible. Any
Alternative Wastewater Facility must provide adequate and sufficient service to the projected
territory or development.
6, INSlIRANCE AND HOLD HARMLESS:
6.01 The parties to this agreement stipulate that each is a state governmental agency as defined
by Florida Statutes and represents to the other that it has purchased suitable Public Liability,
Vehicle Liability, and Workers' Compen.o;ation insurance, or is self-insured, in amounts adequate
to respond to any and all claims under federal or state actions for civil rights violations, which
are not limited by Florida Statutes Section 768.28 and Chapter 440, as well as any and all claims
within the limitations of Florida Statutes Section 768.28 and Chapter 440, arising out of the
activities governed by this agreement.
6.02 To the extent allowed by law, each party shall be responsible for any acts, or omissions, of
negligence on the part of its employees, agents, contractors, and subcontractors and shall defend,
indemnify and hold the other party, its officers and employees, agents and contractors. harmless
from all claims demands, causes of action, losses, costs and ex.penses of whatever type -
including investigation and witness costs and expenses and attorneys' fees and costs - that arise
out of or are aUributable to arising out of such actions or omissions. Ibe purchase of the
insurance does not release or vitiate either party's obligations under this paragraph.
6.03 NotWithstanding the provisions of Sec. 768.28, Florida Statutes, the participation of the
County and the FKAA in this Agreement and the acquisition of any commercial liability
insurance coverage, self. insurance coverage, or local government liability insurance pool
coverage shall not be deemed a waiver of immunity to the extent of Iiabiliry coverage, nor shall
any contract entered into by the County be required to contain any provi sion for waiver.
7. GOVER"IING LAW, VEN(;E, f:-lTERPRETATlO!'i, COSTS, AND FEES:
7.01 This Agreement shall be governed by and construed in accordance with the laws of the
State of Florida applicable to contracts made and to be performed entirely in the State.o
7.02 In the event that any cause of action or administrative proceeding is instituted for the
enforcement or interpretation of this Agreement, the County and FKAA agree that venue will lie
Monroe Counl)'.FKAA Draft ILA Sep. 6. 2005 5
in the appropriate court or before the appropriate administrative body in Monroe County.
Florida.
7,03 The County and FKAA agree that, in the event of conflicting interpretations of the terms or
a term of this Agreement by or between any of them the issue shall be submitted to mediation
prior to the institution of any other administrative or legal proceeding.
7.04 The County and fKAA agree that in the event any cause of action or administrative
proceeding is initiated or defended by any party relative to the enforcement or interpretation of
this Agreement, the prevailing party shall be entitled to reasonable attorney's fees, court costS,
investigative, and out-of-pocket expenses, as an award against the non-prevailing party, and shall
include attorney's fees, courts costs, investigative, and out.of-pocket expenses in appellate
proceedings. Mediation proceedings initiated and conducted pursuant to this Agreement shall be
in accordance with the Florida Rules of Civil procedure and usual and customary procedures
required by the circuit court of Monroe County.
8. SEVERABILITY:
If any term, covenant, condition or provision of this Agreement (or the application thereof to any
circwnstance or person) shall be declared invalid or unenforceable to any extent by a court of
competent jurisdiction, the remaining terms, covenants, conditions and provisions of this
Agreement, shall not be affected thereby; and each remaining term, covenant, condition and
provision of this Agreement shall be valid and shall be enforceable to the fullest extent permitted
by law unless the enforcement of ~he remaining terms, covenants, conditions and provisions of
this Agreement would prevent rhe accomplishment of the original intent of this Agreement. The
County and FKAA agree to reform the Agreement to replace any stricken provision ....ith a valid
provision that comes as close as possible to the intent of the stricken provision.
9. BINDING EFFECT:
.
The terms, covenants, conditions, and provisions of this Agreement shall bind and inure to the
benefit of the County and FKAA and their respective legal representatives. successors, and
assigns.
10. AUTHORITY:
Each party represents and warrants to the other that the execution, delivery and perfonnance of
this Agreement have been duly authorized by a1l necessary County and Authority action, as
required by law.
It. CLAIMS FOR FEDERAL OR STATE AID:
FKAA and County agree that each shall be, and is, empowered to apply for. seek. and obtain
federal and state funds to further the purpose of this Agreement.
Monroe County'FKAA Draft ILA Sep. 6,2005 6
12. ~ON-DISClUMINATlON:
FKAA and COUNTY agree that there \loill be no discrimination against any person, and it is
expressly understood that upon a determination by a court of competent jurisdiction that
discrimination has occurred, this Agreement automatically terminates without any further action
on the pan of any party, effective the date of the court order. FKAA and County agree to
comply with all Federal and Florida statutes, and all local ordinances, as applicable, relating to
nondiscrimination. These include but are not limited to: I) Title VI of the Civil Rights Act of
1964 (PL 88.352) which prohibits discrimination on the basis of race, color or national origin; 2)
Title IX of the Education Amendment of 1972, as amended (20 USC ss. 1681-1683, and 1685-
1686), which prohibits discrimination on the basis of sex; 3) Section 504 of the Rehabilitation
Act of 1973. as amended (20 USC s. 794), which prohibits discrimination on the basis of
handicaps: 4) The Age Discrimination Act of 1975, as amended (42 USC ss. 6101- 6107) which
prohibits discrimination on the basis of age; 5) The Drug Abuse Office and Treatment Act of
1972 (PL 92-255), as amended, relating to nondiscrimination on the basis of drug abuse; 6) The
Comprehensive Alcohol Abuse and Alcoholism Prevention, Treatment and Rehabilitation Act of
1970 (PL 91-616), as amended, relating to nondiscrimination on the basis of alcohol abuse or
alcoholism; 7) The Public Health Service Act of 1912, 5S. 523 and 527 (42 use ss. 690dd-3 and
290ee-3), as amended, relating to confidentiality of alcohol and drug abuse patent records; 8)
Title VIII of the Civil Rights Act of 1968 (42 USC s. et 5eq.J, as amended, relating to
nondiscrimination in the sale, rental or financing of housing; 9) The Americans with Disabilities
Act of 1990 (42 use s. 1201 Note), as maybe amended from time to time, relating to
nondiscrimination on the basis of disability; 10) Monroe COWlty Code Ch. 13, An. VI,
prohibiting discrimination on the bases of race, color, sex, religion, disability, national otigin.
ancestr)', sexual orientation, gender identity or expression, familial status or age; and 11) any
other nondiscrimination provisions in any Federal or stale statutes which may apply to the panies
to, or the subject matter of. this Agreement.
13. ADJUDICATION OF DISPUTES OR DISAGREEMENTS:
13.01 County and FKAA agree that all disputes and disagreements shall be attempted to be
resolved by meet and confer sessions between representatives of each of the panies. If the issue
or issues are still not resolved to the satisfaction of the panies, then any party shall have the right
to seek such relief or remedy as may be provided by this Agreement or by Florida law.
13 .02 In the event any administrative or legal proceeding is instituted against either pany
relating to the formation. execution, performance. or breach of this Agreement, County and
FKAA agree to participate, to the extent required by the other party, in all proceedings. hearings,
processes. meetings, and other activities related to the substance of this Agreement or provision
of the services under this Agreement. County and FKAA specifically agree that no party to this
Agreement shall he required to enter into any arbitration proceedings related to this Agreement.
14. COVENANT OF NO INTEREST:
County and FKAA covenant that neither presently has any interest, and shall not acquire any
interest. which would conflict in any manner or degree with its performance under this
MolU'oe Counry;FKAA Drall ILA Scp. 6. 2005 7
Agreement. and that only interest of each is to perform and receive benefits as recited in this
Agreement.
15. CODE OF ETHICS:
\5.01 County and the FKAA agre1: that officers and employees of the County recognize and will
be required to comply with the standards of conduct for public officers and employees as
delineated in Section 112.313. Florida Statutes, regarding, but not limited to, solicitation or
acceptance of gifts; doing business with one's agency; unauthorized compensation; misuse of
public position. conflicting employment or contractual relationship; and disclosure or use of
certain information.
15.02 FKAA warrants that it has not employed, retained or otherwise had act on its behalf any
former County officer or employee subject to the prohibition of Section 2 of ordinance No. 010-
1990 or any County officer or employee in violation of Section 3 of Ordinance No. 010-1990.
16. NO SOLICIT A TIONIPA YMENT:
The Count)" and FKAA each warrant that, in respect to itself, it has neither employed nor
retained any company or person, other than a bona fide employee working solely for it, to solicit
or secure this Agreement and that it has not paid or agreed to pay any person, company,
corporation, individual, or finn. other than a bona fide employee working solely for it, any fee.
commission. percentage, gift, or other consideration conlingem upon or resulting from the award
or making of this Agreement.
17. PUBLIC ACCESS:
The County and FKAA shall each allow and permit reasonable access to, and inspection of, all
documents. papers, letters or other materials in its possession or under its conuol subject to the
provisions of Chapter 119, Florida Statutes, and made or received by the County and FKAA in
conjunction with this Agreement.
~
18. PRIVILEGES AND IMMUNITIES:
All of the privileges and immunities from liability, exemptions from laws. ordinances, and rules
and pensions and relief, disability, workers' compensalion, and other benefits which apply to the
activity of officers, agents, or employees of any public agents or employees of the County and
the FKAA, when performing their respective functions under this Agreement ",thin the
territorial limits of the County and the FKAA, respectively, shall apply to the same degree and
extent to the performance of such functions and duties of such officers, agents, volunteers, or
employees outside the territorial limits of the parties.
Monroe CountyiFKAA Draft ILA Sep. 6, 2005 8
19. LEGAL OBLIGATIONS AND RESPONSIBILITIES:
Non-Delegation of Constitutional or Statutory Duties. This Agreement is not intended to, nor
shall it be construed as, relieving any participating entity from any obligation or responsibility
imposed upon the entity by law except to the extent of actual and timely performance thereof by
any participating entity, in which case the performance may be offered in satisfaction of the
obligation or responsibility. Further, this Agreement is not intended to, nor shall it be constrUed
as, authorizing the delegation of the constitutional or statutory duties of the County or the
FKAA, except to the extent permitted by the Florida constitution, state statute, and case law.
:ZOo SO",.RELIANCE BY NON-PARTIES:
1'-:0 person or entity shall be entitled to rely upon the terms, or any of them, of this Agreement to
enforce or allempt to enforce any third-party claim or entitlement to or benefit of any service or
program contemplated hereunder, and the County and the FKAA agree that neither the County
nor the FKAA or any agent, officer, or employee of either shall have the authority to inform,
counsel, or otherwise indicate that any particular individual or group of individuals, entity or
emities, have entitlements or benefits under this Agreement separate and apart, inferior to, or
superior to the conununity in general. Nornithstanding the preceding language, the parties
hereby designate the State of Florida as a third party with the ability to enforce against the two
parties the provisions hereof, based upon the State Auditor conducting management and financial
audits of all sewer programs. past, present, and future, in the Florida Keys.
21. ATTESTATIONS:
FKAA and COUDty agree!! to execute such documents as the County or the FKAA may
reasonably require, to include a Public Entity Crime Statement. an Ethics Statement, and a Drug-
Free Workplace Statement.
22. NO PERSONAL LIABILITY:
No covenant or agreement contained herein shall be deemed to be a covenant or agreement of
any member, officer, agent or employee of either party in his or her individual capacity, and no
member, officer, agent or emplo)'ce of either party shall be liable pcrsonally on this Agreement
or be subj eet to any personal liability or accountability by reason of the execution of this
Agreement.
23. EXECliTION IN COUNTERPARTS:
This Agreement may be executed in any number of counterparts, each of which shall be regarded
as an original, all of which taken together shall constitute onc and the same instrument and anv
of the parties hereto may execute this Agreement by signing any such counterpart. .
Monroe CountylFKAA Draft ILA Sep. 6, 200S 9
24. SECTION HEADINGS:
Section headings have been inserted in this Agreement as a matter of convenience of reference
only, and it is agreed that such seetion headings are not a part of this Agreement and will not be
used in the interpretation of any provision of Ihis Agreement.
25. TERM OF AGREEMENT AND TERMINATION:
This Agreement shall commence on September 6.2005. and continue for ninety-nine (99) years.
or until such time as all leases entered pursuanl hereto are terminated, whichever shall first
occw. The parties may elect to renew this agreemenl at the end of ils term. as set forth in the
preceding sentence, for a period of ninety. nine (99) years.
26. ASSIGNMENT:
Neither party may assign this Agreement or assign any of its obligations under this Agreement
\\;thout the approval of Ihe other parry, which approval shall be in wriling and fully e"ecuted by
both parties. All the obligations of this Agreement ",ill e"tend to and bind the legal
representatives, successors and assigns of FK.AA and the County.
27. COMPLIANCE WITH LAWS:
This Agreement shall comply with the laws and regulations of the United Stares and the State of
Florida. whether in etIect on commencement of this Agreement or adopted after that dale.
28. CONSTRUCTION:
'.
This Agreement has been carefully reviewed by FKAA and the COUNTY. Therefore, this
Agreement is not to be construed against any party on the basis of authorship.
29. l'OTICES.
Notices in this Agreemenl, unless otherwise specified, must be sent by certified mail to the
following:
County:
County Administrator
1100 Simonton Street
Key West, FL 33040
FKAA:
Executive Director
1100 Kennedy Drive
Key West, FL 33040
30. FULL UNDERSTANDING:
Monroe CountyiFKAA Draft ILA Sop. 6. 2005 10
This Agreement is the parties' final mutual understanding with respect to any projects
constructed in the future. ]t replaces any earlier agreements or understandings, whether written
or oral, with respect to any projects constructed in the future. This Agreement cannot be
modified or replaced except in a ",Titten amendment duly executed by both parties.
31. EFFECTIVE DATE:
This Agreement will take effect on the {,f2... day Of~r ,2005,
IN WITNESS WHEREOF, the parties hereto have set their hands and seals the day and year
first above written.
(SEAL)A TrEST:
DANNY L. KOLHAGE ERK
BY~
BOARD OF COUNTY COMMISSIO:>lERSOF
MONROE COUNTY, FLORIDA
1
By: j.';", 771. '~/MV'
:' Mayor - .'
(.0' . ,
By;!... ':/v~-t.A. I: '
Clerk
i
..A.:' .'
-',oJ"
THE FLORIDA KEYS AQUEDUCT
AUTHORITY
BY:'~l.A-':I..~
Chairman~
(SEAL) ATTEST:
Morno, County.'FKAA Draft [LA SOIl. 6,200S
II
~@lJiIi)@~@[fl)~[Y]lJiIi)
Commissioner George R. Neugent
25 Ships Way, Big Pine Key, Florida 33043
305-872-1678
August 1, 2006
TO:
Connie Cyr, Executive Administrator
County Administrator's Office
FROM:
Terri Marble for George R. Neugent
County Commissioner
RE:
District 2 BOCC Agenda Items for August 16,2006
Enclosed find the BOCC District 2 (Commissioner George R. Neugent) agenda items for
the August 16, 2006 Board of County Commissioners meeting:
1. Approval of the Board of County Commissioners of Monroe County, Florida, to
appoint Mayor Pro Tern Dixie Spehar as the Counties liaison to the Workforce
Housing Task Force.
2. Approval of the Board of County Commissioners of Monroe County, Florida to
appoint Rick Casey to the Workforce Housing Task Force.
The Unmet Needs for FY 07 for the Big Coppitt, Duck Key, and Cudjoe-Summerland Lower Keys Projects equals $10M. This
scenario was presented by applying $10.962M from the DEP grant to Big Coppitt. Although the Big Coppitt project is funded
through FY 07, a deficit in debt capacity exists for Cudjoe Summerland and Big Pine Key as shown below in red.
Big Coppitt: The design of the collection system [Boyle Engineering] is 90% compiete. A Basis of Design Report was submitted
[Brown and Caldwell] for the treatment plant and the initial DEP permitting meeting is scheduled. Sludge dewatering is
anticipated at the Rockland Key site.
Duck Key: The design of the collection system for Duck Key is underway [Matthews Consulting]. FKAA is evaluating what will
be necessary to upgrade the existing Hawk's Cay plant to AWT.
Cudjoe Summerland: LBFH has begun design of the collection system and Brown & Caldwell have been selected to design the
treatment plant and sludge management for Cudjoe Key.
Big Pine: The treatment plant site at Walgreens is feasible for construction of a wastewater treatment plant.
Big Coppltt
FY $M Available Funds Unmet Needs
06 5 5 0
07 20.5 20.5 0
08 7 6.65 0.35
Service Available: Seot 08
Pro eet Cost
325
Duck Key
FY $M Available Funds Unmet Needs
06 0.5 0.5 0
07 5.5 5.5 0
08 5 1.467391304 4
09 1.5 0 1.5
Service Available: Seot 09
Pro eet Cost
125
Pro ect Cost:
FY
07
08
09
10
11
$M
5
10
15
10
5
Available Funds
o
7.28
o
o
o
Unmet Needs
5
2.72
15
10
5
Service Available: Se t 11
Big Pine/Ramrod/Little Toretl
FY $M Available Funds Unmet Needs
07 5 0 5
08 15 15.07 .0.07
09 15 0 15
10 20 0 20
11 15 0 15
Service Available: Sept 11
Pro eet Cost
70
Florida Keys Aqueduct Authority
Project costs
Big Cop pitt
Duck Key Collection System
Hawk's Cay WWTP Upgrade
Cudjoe/Summerland/Upper Sugarloaf
Big Pine/Ramrod/Little Torch
Lower Sugarloaf
As shown below. the DEP grant split recommended [Key Largo (KL) - $6.038M,
Big Coppill (BC) - $10.962, and Marathon - $1 M] will NOT result in UnMet Needs
for the FY07 KL or BC projects. Mr. Fishburn and Mr. Waits of the KLWTD
confirmed in telephone conversation that completion of the North Component
projects was anticipated in 2007.
Key Largo North Components
Prolect Cost: 63.1
FY $M Available Funds Unmet Needs
06 3.8 3.8 0
07 30.7 30.70 0.00
08 28.6 16.00 12.60
Service Available: Sent 08
Pro ect Cost:
FY
06
07
08
$M
5
20.5
7
Available Funds
5
20.5
6.65
Unmet Needs
o
o
0.35
Service Available: Se t 08
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BOARD OF COUNTY COMMISSIONERS
AGENDA ITEM SUMMARY
Meeting Date: AUI! 2. 2006 - Marathon
Division:
BOCC
Bulk Item: Yes
No ---1L...
Department:
DISTRICT FIVE
Staff Contact Person: DonnaHanson
AGENDA ITEM WORDING:
Discussion or the intent or the Sept 6, 2005,ILA between the FKAA and Monroe County.
ITEM BACKGROUND:
I. Sr"TF.MF.NT Of l:\if.ST:
'I his ag!'c:erllent shall set forth cOllL'nilme:1ts "f the pan!Cs to work together 10 achle-c the ~O 10
:nandslc 10 ;":",,r the ~lorida Kc}'s, The pllrlies ,haU "'''TIt together 10 ~lb:ain fu:!dng for
"as~c"'atc:r lr<stmcnt facilities from ,tate anJ fede~..1 so~rces. The parlles shall cooperate "itb
each ether I.lld a.:t i:l a lime!)' mar.ner :0 8cqu;rc, :.Iesigr.. CQnstru~l, a:ld operate W:l.llcwater
trea:mcnt s~stems thr"~l!hout the unincorporated areas I\f \1onroe COUIlI)'. exccpl for Ihe arca
cevcred hy I~ Io;.e.,. Largo Wastewater Districr, which has ,Is -eparare author:~ ami
respon,:bi:i~ for sewering th.t area, The ?EU'ties fun!:"r intend Ilia! the s,,"crir.S of lbe FIends
Ke:\.'s dutJ~ x d~mc at a rea."t()tl~hl(: ~Oit 1(1 USers.
PREVIOUS RELEVANT BOCC ACTION:
CONTRACT/AGREEMENT CHANGES:
STAFF RECOMMENDA nONS:
TOTAL COST:
N/A
BUDGETED: Yes
No
COST TO COUNTY:
SOURCE OF FUNDS:
REVENUE PRODUCING: Yes
No
AMOUNT PER MONTH_ Year
AFPROVED BY: County Atty _ OMBfPurchasing _ Risk Management_
DIVISION DIRECTOR APPROVAL:
LiLeV\,V\, PiI!ttOv\'
COMMISSIONER GLENN PA nON
DOCUMENT A nON:
Included ~
Not Required_
DISPOSITION:
AGENDA ITEM # e.:L
INTERLOCALAGR[EMENT
."1ONROE COUJliTY AND FLORIDA KEYS AQUEDUCT AUTHORITY
WASTEWATER SYSTEMS
THIS INTERLOCAL AGREEMENT is entered into pursuant 10 Sec. 163.0], FS., by and
between :v1onroe County, a political subdivision oflhe State of Florida, (County), and the Florida
Keys Aqueduct Authority, Inc., an independent special district. (FKAA).
WHEREAS, the Florida Legislature has identified the Florida Keys as an area uf critical state
concern, and has authorized actions by the County and FKAA to provide adequate wastewater
treatment to protect the environment and the health. safety and welfare oflando....l1ers and
persons inhabiting the Florida Keys; and
WHEREAS, the County is authorized by Sec. 125.01( I), FS, to provide, assist cn providing
and fund centralized wastewater treatment systems;
WHEREAS, Chap, 99.395, Sec. 6, Laws 'lf Florida, and the C'lunty's Comprehensive Plan
require that cenain wastewater treatment levels be achieved by 2010, levels which can best be
achieved by cenrral wastewater treatment systems;
WHEREAS, the FKAA is authorized by Chap. 76.441, Laws of Florida. as amended, to
design, construct, and operate, wastewater treatment systems;
WHEREAS, the FKAA and the County have entered int'l previous interl'lcal agreements
establishing and c'lnfirming their ongoing relationship in providing wastewater facilities in the
Florida Keys; and
WHEREAS, the County, by adopted resolutions, has pr'lvided funding to the FKAA for
wastewater projects and shall provide additional funds to the FKAA for the administration,
planning and construction of future wastewater projects in unincorporated Monroe County; and
WHEREAS, the County has deeded to the FKAA parcels of land on Conch Key, the
Saddlebunch Keys and Grassy Key; and
WHEREAS, the Coumy has demonstrated its commitment to sewering the Keys by
transferring, at no cost, to FKAA the Grassy Key parcel, for which ad valorem ta.xes were
expended at fair market value and the parcel is to be used by FKAA to serve lhe City of
Marathon, and has commined a maximum of $20,000,000 to the Key Largo Wastewater
T rearmenl District; and
WHEREAS. the Saypoint (Saddlebunch Keys) and Conch Key projects, constructed by
FKAA. are soon to be operational: and
WHEREAS, the County and the FKJ\.A intend to continue their cooperation WiUl
G'lycmor Bush, the State Cabinet, the Department 'lf Environmental Protection and the
Department of Community AlTairs to implement wastewater systems in unincorporated Monroe
County by 2010; and
Monroo Counr:-..rFKAA Draft [LA Sep. 6. 200.5
WHEREAS, the parties desire to further define their commitment to work together and to
answer concerns raised by the Srate Cabinet, at a meeting of August 23, 2005, concerning an
agreement dated August 17, 2005, between the parties; and
'WHEREAS, the parties have been in reliance upon expressions of commitment by the
Florida Department of Community Affairs oU10,000.000 for wastewater projects for liscaJ year
2005. and $20,000,000 for fiscal year 2006, as identified in the Growth Management Plan
attached to County Resolution No.039.2004, and the ability to obtain additional critical fmandal
assisrance from the State of Florida, the federal government and their agencies to acbieve the
purpose of this agreement; now therefore,
IN CONSIDERATION of the mutual consideration and premises set fonh below, the
panies agree as follows:
1. ST A TEI\1ENT OF INTENT:
This agreement shall set forth commitments of the parties to work rogetber to achieve the 2010
mandate to sewer the Florida Keys. The parties sball work together to obtain funding for
wastewater treatment facilities from state and federal sources. The parties shall cooperate with
each other and act in a timely manner to acquire, design, construct, and operate wastewater
treatment systems throughout the unincorporated areas of Monroe County, cxcept for the area
covered by the Ke)' Largo Wastewater DistIict, which has its separate authority and
responsibility for sewering that area. The parties further intend that the sewering of the Florida
Keys shall be done at a reasonable cost to users.
2. RESPONSIBILITIES OF COUNTY,
2.01 The County shall o'wn the land and infrastructure of the wastewater treatment systems
acquired or constructed under this agreemenWmd any amendments hereto, and shall lease said
assets to the FKAA as described in Section 3.08 below.
2.02 The County, in addition to funds obtained from state and federal sources, shall provide up
to the limits of its bonding capacity of the infrastructure sales surtax and County's ability to levy
,-pecial assessments, tbe funds necessary to complete all wastewater projects so that citizens do
not have to pay in excess of $4,500 per EDU in non-ad valorem special assessments. The
County shall provide $20,000,000 for the costs of acquisition, procurement, design, and
construction of wastewater projects in the_Lower Keys. County commits to full faith and
diligence in working with the FKAA to provide funding to make costs of system development
and connections for the Big Coppin and all future projects reasonable to userS. County shall
have the responsibility of levying ll>e special assessments for wastewater projects. Lower Keys
projects included under this Agreement are Big Coppin area, Cudjoe-Sugarloaf area, and Big
Pine area. Other unincorporated Count)' projects are Duck Key and Long Key.
2.03 The County Administrator shall review all procurement docwnents drafted by, or on bchalf
of, FKAA for wastewater treatment systems in the unincorporated county. The County
Administrator shall make suggestions for changes as he deems in the best interest of the general
public.
Monroe County/FKAA Draft lL.>\ Sop. 6,2005 2
2.04 The Counl)' Administrator shall appoint two members of the evaluation committee should
any committee be established.
2.05 The County shall convey to FKl\.A such easements as are necessary for the installation of
sewer lines.
3. RESPONSIBILITIES OF FKAA:
3.0 I The FKAA shall administer the procurement processes for the design and construction of
wastewater systems in unincorporated Monroe County.
3.02 The FKAA shall develop requests for proposals (RFP) and requests for qualifications
(RFQ) for the procurement of wastewater systems in unincorporated Monroe County. consistent
with the procurement policies of the FKAA and applicable State statute(s). FKAA shall submit
the drafts of RFP/RFQ to the County Administrator for review and input. give due consideration
to any suggestions for changes, and shall advertise RFPIRFQs.
3.03 The FKAA sball accept the RFPIRFQ submissions. It is intended that contracts be
awarded to the most responsive submitter, which shall not be required to be the lowest
responsive bid, the most qualified responder, or other. The parties recognize that the lowest bid
may not be the most effective bid. Accordingly, an evaluation committee which will comply
with Sec. 286.011, F.S., may be established on an ad hoc basis for each procurement process.
Should an evaluation comminee be established, the Executive Director of the FKAA and lhe
County Administrator shall each appoint two members.
3.04 The FKAA shall give due consideration to recommendations of the committee, if any,
and thc County Administrator. The FKAA shall award the contract.
3.05 The FKAA ~hall provide construction management of each project to insure its expeditious
and economic completion. Tbe FKAA authorizes the County Engineer and/or his designee to
make site visits to any project under construction, and shall give due consideration to any
suggestions of the County Engineer regarding an ongoing project.
3.06 The FKAA shall retain the fmancing authority provided in its enabling legislation.
3.07 The FK.AA shall aid the County in its efforts to ohtain funding by providing copies of such
documents as the County needs to support its issuance of bonds or to seek Federal and Slate
grants [0 assist in the funding of all said,wastewater projecls.
3.08 The FKAA shall lease from thc County lhe land and infrastruCture of the wastewater
treaunent systems acquired or constructed under this agreement and any amendments hereto.
The Lease shall be irrevocable and provide absolute and unconditional authority to the FKAA 10
establish system development fees, rates, budgets, and rules governing operations in such
manner as 10 be consistent with Section 4.06 of this agreement. "lbe lease term shall be ninety-
nine (99) years, .,..}~,fer-'1In additional ninety-niai (991Y~";-s. The FKAA shall be
responsible for the maintenance and operations of the systems leased from the County. The
~onroc County.'FKAA Draft ILA Sep. 6, 2005 3
parties understand and agree that the lease to be entered by the panies shall contain covenants,
warranties. auditing and monitoring provisions consistent with the provisions found in the
lnterlocal Agreement between the County and the Key Largo Wastewater Treatment District.
3.09 The FKAA. pursuant to requirements of their enabling act, slmll ensure that at least tWO
public hearings be held in the area affected before any system development fee. rale or any other
user fee is established or increased. All revenues derived from the wastewater systems by the
FKAA over and above maintenance. operations. customer service. billing, and any direct costs
specitically incurred to provide these services shall be used solely for the purposes of the
wastewater systems, such as the payment of debt seMce and retirement of bonds.
3.10 This Agreement shall not apply to wastewater assets currently owned by FKAA or
hereafter acquired from any other utility.
4. COOP ERA TION IN CARRYING OUT AGREEMENT:
4.01 The County Administrator and the FKAA Executive Director shall meet as necessary to
complete the tasks set forth in this agreement. The County Administrator and the FKA....
Executive Director and their staffs shall only serve in their custOITIlIT)' capacity of fact-finding,
professional advice to, and other efforts to carry out the policies of, their respective boards.
4.02 All communications and dissemination of information regarding wastewater projects shall
be through the Offices of the County Administrator and the FKAA Executive Director.
4.03 The parties recognize an obligation of $80,000,000 of bond-financing to be secured by
special assessments)n the unincorporated county.
4.04 The parties agree to enter into a lease consistent with this agreement in the most
expeditious manner as possible.
4.05 The panies shall work together to secure sites for wastewater treatment plants in remaining
lower keys no later than July 12,2007. Attached hereto is Exhibit A setting forth a preliminary
timetable for the projects.
4.06 Neither party shall take any action or omit [0 take necessary action. including action
pertaining to rate setting, that will adversely affect the tax-exempt status of County and FKAA
bonds, or the respective party's ability to issue bonds under this agreement. Each party will take
such action as is reasonably requested by the other party in connection with the issuance of
bonds so a~ to allow the other party to issue such bonds on a tax-exempt basis, including, but not
limited to. executing tax certificates.
5. EST ABLlSHMENT OF CERTAIN PREREQUISITES FOR EACH PROJECT
5.01 The County and the FKAA shall work together to achieve the following goal: tn establish
fair and equitable connection fees and user fe.. to fund the operation and maintenance of
wastewater systems.
Monroe Coun.y'FKAA Draft ILA ,.p. 6.2005 4
5.02 ProjectS constructed under this agreement shall conform to the Monroe County Sanitary
Wastewater Master Plan.
5.03 ]t is recognized that some outlying areas of the Keys which are not heavily populated ma)'
nOt be feasibly served by a centralized wastewater and sewage system, and that Alternative
Wastewatet Facilities may be required to be installed to meet the mandate for adequate
"'astewater treatment in the Florida Keys. All Alternative Wastewater Facilities that may
hereafter be constructed and operated ,,~thin the Service Area of the FKAA shall conform to
good utility practices, adequate service to the public, ensure adequate Wastewater Service for Ihe
Florida Keys and its citizens. FKAA shall comply with all applicable laws and rules in issuing
prior approval for the use, construction, installation, or operalion of new or expanded Alternalive
Waslewater Facilities. The FKAA shall require and enforce the use of ils own Wastewater
Facilities and facilities leased from County whenever and wherever they are accessible. Any
Alternative Wastewater Facility must provide adequate and sufficient service to the projected
temtory or development.
6. INSVRANCE AND HOLD HARMLESS:
6.01 The parties to this agreement stipulale that each is a state governmental agency as defined
by Florida Statutes and represents to the other that it has purchased suilable Public Liability,
Vehicle Liabilit)', and Workers' Compensation insurance, or is self-insured, in amowlIs adequate
to respond to any and all claims under federal or state actions for civil rights violations, which
are not limited by Florida Statutes Section 768.28 and Chapler 440, as well as any and all claims
within the limitations of Florida Statutes Section 768.28 and Chapter 440, arising out of the
activities governed by this agreement.
6.02 To the extent allowed by law, each pany shall be responsible for any acts, or omissions, of
negligence on the part of its employees, agents, contractors, and subcontractors and shall defend,
indemnify and hold the other party, its officers and employees, agents and contractors, harmless
from all claims demands, causes of action, losses, costs and expenses of whatever type -
including investigation and witness costs and expenses and attorneys' fees and costs - that arise
out of or are allributable to arising out of such actions or omissions. The purchase of the
insurance does not release or vitiate either party's obligations under this paragraph.
6.03 Notwithstanding the provisions of Sec. 768.28, Florida Statutes, Ihe participation of Ihe
County and the fKAA in this Agreement and the acquisition of any commercial liability
insurance coverage, self-insurance coverage, or local government liability insurance pool
coverage shall not be deemed a waiver of immunity to the extent of liability coverage, nor shall
any contract entered into by the County be required to contain any provision for waiver.
7. GOVER'IlING LAW, VE;.iTE, I!'lTERPRETATlO!li, COSTS, MiD FEES:
7.0] This Agreement shall be governed by and construed in accordance with the laws of the
Stale of Florida applicable to contracts made and to be performed entirely in the State.
7.02 ]n the event that any cause of action or administrative proceeding is inslituted for the
enforcemenl or interpretation of this Agreement, the COWlty and FKAA agree that venue will lie
Monroe County/FKAA Draft ILA Scp. 6. 2005 5
in the appropriate court or before the appropriate administrative body in Monroe County,
Florida.
7.03 The County and FKAA agree that, in the event ofconfllcting interpretations oftbe lenns or
a term of this Agreement by or between any of them the issue shall be submitted to mediation
prior to the institution of any other administrative or legal proceeding.
7.04 The County and fKAA agree that in the event any cause of action or administrative
proceeding is initiated or defended by any party relative to the enforcement or interpretation of
this Agreement, the prevailing party shall be entitled to reasonable attorney's fees. court COSts.
investigative, and out-of-pocket expenses, as an award against the non-prevailing party. and shall
include attorney's fees. courts costs, investigative, and out-of-pocket expenses in appellate
proceedings. Mediation proceedi ogs initiated and conducted pursuant to this Agreement shall be
in accordance with the Florida Rules of Civil Procedure and usual and customary procedures
required by the circuit court of Monroe County.
8. SEVERABILITY:
If any term. covenant. condition or provision of this Agreement (or the application thereof to any
circwnstance or person) shall be declared invalid or unenforceable to any extent by a court of
competent jurisdiction, the remaining terms, covenants. conditions and provisions of this
Agreement. shall not be affected thereby; and each remaining term. covenant, condition and
provision of this Agreement shall be valid and shall be enforceable to the fullest extent permitted
by law unless the enforcement of the remaining terms, covenants. conditions and provisions of
this Agreement would prevent the accomplishment of the original intent of this Agreement. The
County and FKAA agree to reform the Agreement to replace any stricken provision with a valid
provision that comes as close as possible to the intent of the stricken provision.
9. BINDING EFFECT:
.
The tenns, covenants. conditions. and provisions of this Agreement shall bind and inure to the
benefit of the County and FKAA and their respective legal representatives. successors, and
assigns.
10. AlJiHORlTY:
Eacb party represents and warrants to the otber that the execution, delivery and performance of
this Agreement have been duly authorized by all necessary County and Authority action, as
required by law_
11. CLAIMS FOR FIWERAL OR STATE AID:
fKAA and County agree that each shall be. and is. empowered to apply for. seek. and obtain
federal and state funds 10 further the purpose of this Agreement.
Monroe CO'lJ1ty'FKAA Draft ILA Sop. 6. 2005 6
U. ~ON-DISCRlMlNATlON:
FKAA and COUNTY agree that there will be no discrimination against any person, and it is
expressly Wlderstood that upon a determination by a court of competent jurisdiction that
discrimination has occurred, this Agreement automatically terminates without any funner action
on the part of an)' party, effective the date of the court order. FKAA and County agree to
comply with all Federal and Florida statutes, and all local ordinances, as applicable. relating 10
nondiscrimination. These include but are not limited to: I) Title VI of the Civil Rights Act of
1964 (PL 88-352) which prohibits discrimination on the basis of race, color or national origin; 2)
Title IX of the Education Amendment of 1972, as amended (20 USC ss. 1681-1683, and 1685-
] 686), which prohibits discrimination on the basis of sex; 3) Section 504 of the Rehabilitation
Act of 1973. as amended (20 use s. 794), which prohibits discrimination on the basis of
handicaps: 4) The Age Discrimination Act of 1975, as amended (42 USC ss. 6101.6107) which
prohibits discrimination on the basis of age; 5) The Drug Abuse Office and Treatment Act of
1972 (PL 92-255), as amended, relating to nondiscrimination on the basis of drug abuse; 6) The
Comprehensive Alcohol Abuse and Alcoholism Prevention, Treatment and Rehabilitation Act of
1970 (PL 91-616), as amended, relating to nondiscrimination on the basis of alcohol abuse or
alcoholism; 7) The Public Health Service Act of 1912, ss. 523 and 527 (42 use 55. 690dd-3 and
290ee.3), as amended, relating to confidentiality of alcohol and drug abuse patent records; 8)
Title vm of the eivil Rights Act of 1968 (42 use s. ot seq,), as amended. relating to
nondiscrimination in the sale, rental or financing of housing; 9) The Americans "ith Disabilities
Act of 1990 (42 use s. 1201 Note), as maybe amended from time to time, relating to
nondiscrimination on the basis of disability; 10) Monroe County Code Ch. 13. Art. VI,
prohibiting discrimination on the bases of race, color, sex, religion, disability, national origin.
ancestry, sexual orientation, gender identity or expression, familial status or age; and ll) any
other nondiscrimination provisions in any Federal or state statutes which may apply to the parties
to, or the subject matter of, this Agreement.
13. ADJUDICATION OF DISPUTES OR DISAGREEMENTS:
13.01 County and FKAA agree that all disputes and disagreements shall be attempted to be
resolved by meet and confer sessions between representatives of each of the parties. If the issue
or issues are still not resolved to the satisfaction of the parties, then any party shall have the right
10 seek such relief or remedy as may be provided by this Agreement or by Florida law.
13 .02 In the event any administrative or legal proceeding is instituted against either party
relating to the formation. execution, performance, or breach of this Agreement, COWlty and
FKAA agree to participate, to the extent required by the other party, in all proceedings. hearings,
processes. meetings, and other activities related to the substance of this Agreement or provision
of the services under this Agreemem. County and FKAA specifically agree that no party to this
Agreement shall be required to enter into any aIbitr..tion proceedings related to this Agreement.
14. COVENANT OF NO INTEREST:
County and FKAA covenant that neither presently has any interest, and shall not acquire any
interest. which would conflict in any manner or degree with its performance under this
Monroe County;FKAA Oraft ILA Scpo 6. 2005 7
Agreement, and that only interest of each is to perform and receive benefits as recited in this
Agreement.
15, CODE OF ETHICS:
l5.01 County and the FKAA agree that officers and employees of the County recognize and will
be r"'luired to comply with the standards of conduct for public officers and employees as
delineated in Section 112.313, Florida Statutes, regarding, but not limited to, solicitation or
acceptance of gifts; doing business with one's agency; unauthorized compensation; misuse of
public position, conflicting employment or contractual relationship; and disclDsure or use of
certain information.
15.02 FKAA warrants that it has nDt employed, retained or otherwise bad act Dn its hehalf any
fDrmer County officer or employee subject to the prDhibition ofSecrloD 2 of ordinance No. 010-
1990 or any County officer or employee in viDlation of Section 3 of Ordinance No. 010-1990.
16. NOSOLlCrIATlONIPAYMENT:
The County and FKAA each warrant that, in respect to itself, it has neither employed nor
retained any company or person, other than a bona fide employee working solely fDr it, tD sDlicit
or secure this Agreement and that it has not paid or agreed to pay any person, company,
corporatiDn, individual, or fmn, Dther than a bona fide employee working solely for it, any fee,
commissiDn, percentage, gift, or other consideratiDn contingent upon or resulting from the award
or making of this Agreement.
17. PUBLIC ACCESS:
The County and FKAA shall each allow and permit reasonable access to, and inspection of, all
documents, papers, leners or other materials in its possession or under its control subject tD the
provisions of Chapter 119. Florida Statutes, and made Dr received by the County and FKAA in
conjunction with this Agreement.
~
18. PRIVILEGES AND IMMUNITIES:
All of the privileges and immunities from Hability, exemptions from laws, ordinances, and rules
and pensions and relief, disability, workers' compensation, and other benefits which apply to the
activity of officers, agents, or employees of any public agents or employees of the Count) and
the fK.....A, when performing their respective functions W1der this Agreement within the
territorial limits of the County and the FKAA, respectively, shall apply to the same degree and
extent to the performance of such functions and duties of such officers, agents, volunteers, or
employees outside the tenitoriallimits of the parties.
ManNlC countylfKAA Dra~ ILA Sep. 6. 2005 8
19. LEGAL OBLIGATIONS AND RESPONSIBILITIES:
Non-Delegation of ConstitUtional or Statutory Duties, This Agreement is not intended to, nor
shall it be constrUed as, relieving any participating entity from any obligation or responsibihty
imposed upon the entity by law except ro the extent of actual and timely performance thereof by
any participating entity, in which case the performance may be offered in satisfaction of the
obligation or responsibility, Further, this Agreement is not intended to, nor shall it be constrUed
as, authorizing the delegation of the constitutional or statutory duties of the County or the
FKAA. except to the extent permitted by the Florida constitution, state statute, and case law,
20. ~ON".RELlANCE BY NON.PARTIES:
Ko person or entitf shall be entitled to rely upon the tenus, or any of them, of this Agreement to
enforce or altempt to enforce any third-party claim or entitlement to or benefit of any service or
program contemplated hereunder, and the County and the FKAA agree that neither the County
nor the FKAA or any agent, officer, or employee of either shall have the authority to inform,
counsel, or otherwise indicate that any particular indi\~dual or group of individuals, entity or
entities, have entitlements or benefits under this Agreement separate and apart, inferior to, or
superior to the community in general. Not\llithstanding the preceding language, the parties
hereby designate the State of Florida as a third party with the ability to enforce against the two
parties the provisions hereof, based upon the State Auditor conducting management and financial
audits of all sewer programs. past, present, and future, in the Florida Keys.
21. ATTESTATIONS:
FKAA and County agre~ to execute such docwnents as the County or the FKAA may
reasonably require, to include a Public Entity Crime Statement, an Ethics Statement, and a Drug-
Free Workplace Statement,
22. NO PERSONAL LIABILITY:
No covenant or agreement contained herein shall be deemed to be a covenant or agreement of
any member, officer, agent or employee of either party in his or her individual capacity, and no
member, Mficer. agent or employee of either party shall be liable pen;onally on this Agreement
or be subject to any personal liability or accountability by reason of the execution of this
Agreement.
23. EXECUTION IN COUNTERPARTS:
This Agreement may be executed in any number of counterparts, each of which shall be regarded
as an original. all of which taken together shall constitute one and the same instrument and any
of the parties hereto may' execute this Agreement by signing any such counterpart,
Monroe CountylFKAA Draft ILA Sep, 6, 2005 9
24. SECTION HEADINGS:
Seetion headings have been inserted in this Agreement as a mattet of convenience of reference
only, and it is agreed that such section headings are not a part of this Agreement and will not be
used in the interpretation of any provision of this Agreement.
25. TERM OF AGREEMENT AND TERMINATION:
This Agreement shall conunence on September 6. 200S, and continue for ninety-nine (99) years,
or until such time as all leases entered pursuant hereto are terminated, whichever shall flrst
occur. The parties may elect to renew this agreement at the end of its term. as set forth in the
preceding sentence, for a period of ninety-nine (99) years.
26. ASSIGNMENT:
Neither party may assign this Agreement or assign any of its obligations under this Agreement
without the approval of the other patty, which approval shall be in writing and fully executed by
both parties. All the obligations of this Agreement ....ill extend to and bind the legal
representatives, successors and assigns ofFKAA and the Count)'.
27. COMPLIANCE WITH LAWS:
This Agreement shall comply with the laws and regulations of the United States and lhe State of
Florida. whether in effect on commencement oflhis Agreement or adopted after that dale.
28. CONSTRUCTION:
~.
This Agreement has been carefully reviewed by FKAA and the COUNTY. Therefore, this
Agreement is nOt to be construed against any party on the basis of authorship.
29. :\OTICES.
Notices in this Agreement, unless otherwise specified, must be sent by certified mail 10 the
following:
County:
County Administrator
1100 Simonton Street
Key West, FL 33040
FKAA:
Executi,'e Director
1100 Kennedy Drive
Key West. FL 33040
30. FULL UNDERSTANDING:
Monroe CountyfFKAA Draft [LA S<p. 6.2005 \0
This Agreement is the parties' final mutual W1derstanding with respeet to any projects
constructed in the future. It replaces any earlier agreements or understandings, whether written
or oral, with respect to any projects constructed in the future. This Agreement cannot be
modified or replaced e><:cept in a written amendment duly executed by both parties.
31. EFFECTIVE DATE:
This Agreement will take effect on the {,72... day of!;",r , 2005.
,
IN WITNESS WHEREOF. the parties hereto have set their hands and seals the day and year
first above written.
(SEAL)A TIEST:
DANNY L. KOLHAG
BY~
BOARD OF COUNTY COMMISSIONERS OF
MONROE COUNTY, FLORIDA
J, / 1,7 -I.. ,
By: ""//0 ... I ,_<Jr /h?'L/
-/
.' Mayor
ERK
(SEAL) AITEST:
(--, , ,
By:(. i~:/L',~-"'.ol ~' .-~~
':)~
Clerk
THE FLORIDA KEYS AQUEDUCT
AUTHORITY
By: . f)la.lN~ ':/:. ~
Chairman
11//rlcl4f/ ~ tt:z
_ 'ftf/,f
Monroe Counly!FKAA Draft [LA Scpo 6,2005 II