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HomeMy WebLinkAbout2015-107 DEAPR - Triangle Land Conservancy for MOA to Use Well 11/18/14 STATE OF NORTH CAROLINA COUNTY OF ORANGE MEMORANDUM OF AGREEMENT TRIANGLE LAND CONSERVANCY and ORANGE COUNTY, NORTH CAROLINA REGARDING UTILIZATION OF WATER SUPPLY WELL THIS AGREEMENT, made and entered into between the Triangle Land Conservancy, a 501(c)(3) non-profit corporation organized and existing under the laws of the State of North Carolina, with an address of 514 South Duke Street, Durham, NC 27701 (hereinafter referred to as "the Conservancy"), and Orange County, North Carolina, an elected body of North Carolina, with an address of 200 South Cameron Street, Hillsborough,NC 27278 (hereinafter referred to as "the County"), for the utilization of a former water supply well. WITNESSETH WHEREAS, the parties are vested with the power and authority to own and improve real estate for recreational and other public purposes; and WHEREAS, the Conservancy owns a tract of land in Orange County comprised of several parcels collectively known as the Brumley Tract, including one parcel identified as Orange County PIN 988256978, located south of Rigsbee Road and west of University Station Road, which is currently used for open space conservation and watershed protection, and may be used for educational or other purposes in the future; and WHEREAS, the County is interested in monitoring groundwater conditions across the county, and as such, has developed the Orange County Groundwater Observation Well Network, an assemblage of observation wells located across the county; and WHEREAS, the County and the Conservancy recognize the mutual benefit and interest of the parties hereto, and to the public generally, in the operation of the proposed Groundwater Observation Well Network; and WHEREAS, the laws of the State of North Carolina provide that the parties hereto may contract and agree, each with the other, for the joint use of facilities for the stated public purposes; and WHEREAS, an out-of-use water supply well is located on the parcel of the Brumley Tract with Orange County PIN 988256978 located south of Rigsbee Road; and 11/18/14 WHEREAS, the Conservancy has agreed to allow the use of said out-of-use water supply well located on the Brumley Tract and identified on the map in Attachment 1, as part of the proposed Orange County Groundwater Observation Well Network, a system of groundwater observation wells throughout Orange County intended to permit monitoring of groundwater conditions in the County; NOW, THEREFORE, in consideration of the foregoing and of the mutual promises and obligations set forth herein, the receipt and sufficiency of which is hereby acknowledged, the parties agree as follows: 1. OPERATION AND MAINTENANCE OF SITE The County, its employee's, agents, and third party contractors shall have the right to use the well located on the Brumley Tract property south of Rigsbee Road for the collection of groundwater level information, the collection of water quality samples, and the collection of geological and geophysical information. The County will be responsible for coordinating and supervising all such investigations. The County will be solely responsible for the maintenance of the well on the Brumley Tract with PIN 988256978 during the term of this agreement, including any repairs which may be necessary to the well or well house to permit ongoing operation of the well, and shall repair any damage to the well or other property of the Conservancy arising out of the use of the premises by the County, its employees, agents or third party contractors. Orange County will be responsible for securing the well with a locking cover as well as use of the well to achieve the stated goals of the Orange County Groundwater Observation Well Network. Use of the well shall include the right of ingress and egress between the well and Rigsbee Road across the said property of the Conservancy. During the term of this agreement the Conservancy shall refrain from using the well for water supply or other purposes. 2. ADDITIONAL DETAILS A. LIABILITY INSURANCE: It is understood and agreed by and between the parties hereto that each party shall carry such general liability insurance as will protect its interests in said facilities, and protect itself in the event of injury to persons or property involved in the use of said premises by said party. Each party shall furnish to the other party upon demand, satisfactory evidence of insurance. B. INDEMNITY: The County shall, to the extent allowed by law, indemnify and hold harmless and defend the Conservancy, its agents and employees from any claims, cost, expense, liability, action or judgment, including attorney's fees, arising out of or related to any personal injury, death or property damage with respect to the negligent use of the premises 11/18/14 by the County, its employees, agents or third party contractors, except to the extent the same are caused by the negligence or misconduct of the Conservancy. C. CONSERVATION EASEMENTS: The parties acknowledge that the Conservancy's said property is encumbered by two conservation easements, one held by the State of North Carolina (NC Clean Water Management Trust Fund) recorded at Deed Book 4952 Page 478 in the Orange County Registry, and the other held by the Association for the Preservation of the Eno River Valley recorded at Deed Book 5224 Page 391 in the Orange County Registry, copies of which are attached hereto as Exhibits A and B, respectively. The County agrees that it shall not violate the terms of either conservation easement, and that if such a violation shall occur as the result of the use of the property hereunder by the County, it's employees, agents, or third party contractors, the County will restore the property to its condition prior to the occurrence of the violation, and will hold the Conservancy harmless from any loss, claims, cost, expense, liability, action or judgment, including attorney's fees, arising out of or related to such violation. D. AMENDMENTS: This agreement may be amended by mutual written agreement of the Conservancy and the County. E. TERM: This agreement shall exist and continue for a period of ten (10) years, beginning December 1, 2014 and ending November 30, 2024, and may be extended thereafter for successive five-year periods upon the mutual agreement of the parties. F. ENTIRE AGREEMENT: This Agreement constitutes the entire agreement of the parties hereto. IN WITNESS WHEREOF, the parties to this Agreement have duly and validly approved it and caused it to be executed in their behalf by the undersigned agents. This,the 1 day of IVOVEM 8C e, 2014. TRIANGLE LAND CONSERVANCY B Chad Jemi n, Executive Director ATTEST B Ben an , CFO 11/18/14 ORANGE COUNTY,NORTH CAROLINA B Bonnie B. Hammersley, Co 6y Manager Approved as to Form and authorization: ty ttorney This Agreement has been pre-audited in the manner required by the Local Government Budget and Fiscal Control Act. Finance Director TRIALAN-01 AHILL ACQRI� ATE CERTIFICATE OF LIABILITY INSURANCE 12/16/2014 ) 12/16/2014 THIS CERTIFICATE IS ISSUED AS A MATTER OF INFORMATION ONLY AND CONFERS NO RIGHTS UPON THE CERTIFICATE HOLDER.THIS CERTIFICATE DOES NOT AFFIRMATIVELY OR NEGATIVELY AMEND, EXTEND OR ALTER THE COVERAGE AFFORDED BY THE POLICIES BELOW. THIS CERTIFICATE OF INSURANCE DOES NOT CONSTITUTE A CONTRACT BETWEEN THE ISSUING INSURER(S),AUTHORIZED REPRESENTATIVE OR PRODUCER,AND THE CERTIFICATE HOLDER. IMPORTANT: If the certificate holder is an ADDITIONAL INSURED,the policy(ies)must be endorsed. If SUBROGATION IS WAIVED,subject to the terms and conditions of the policy,certain policies may require an endorsement. A statement on this certificate does not confer rights to the certificate holder in lieu of such endorsement(s). PRODUCER License#OC36861 NAME:CONTACT Anna Hill Chantilly-Alliant Ins Svc Inc. HONE 703 397-0977 FAX 4530 Walney Rd Ste 200 (PA/C.No Ext:( ) A/c No): (703)397-0995 Chantilly, A 20151-2285 E-MAIL Y, ADDRESS: INSURER(S)AFFORDING COVERAGE NAIC# INSURER A:Federal Insurance Company 20281 INSURED INSURER B: Triangle Land Conservancy INSURER C: 514 S Duke St INSURER D: Durham,NC 27701 INSURER E: INSURER F: COVERAGES CERTIFICATE NUMBER: REVISION NUMBER: THIS IS TO CERTIFY THAT THE POLICIES OF INSURANCE LISTED BELOW HAVE BEEN ISSUED TO THE INSURED NAMED ABOVE FOR THE POLICY PERIOD INDICATED. NOTWITHSTANDING ANY REQUIREMENT, TERM OR CONDITION OF ANY CONTRACT OR OTHER DOCUMENT WITH RESPECT TO WHICH THIS CERTIFICATE MAY BE ISSUED OR MAY PERTAIN, THE INSURANCE AFFORDED BY THE POLICIES DESCRIBED HEREIN IS SUBJECT TO ALL THE TERMS, EXCLUSIONS AND CONDITIONS OF SUCH POLICIES.LIMITS SHOWN MAY HAVE BEEN REDUCED BY PAID CLAIMS. INSR POLICY LTR TYPE OF INSURANCE POLICY NUMBER MM DD/YYYY MM/DD/YYYY LIMITS A X COMMERCIAL GENERAL LIABILITY EACH OCCURRENCE $ 1,000,00 DAMAGE To CLAIMS-MADE ❑X OCCUR 35351918 12/01/2014 12/01/2015 PREMISES Ea occurrence $ 1,000,000 MED EXP(Any one person) $ 10,000 PERSONAL&ADV INJURY $ 1,000,000 GEN'L AGGREGATE LIMIT APPLIES PER: GENERAL AGGREGATE $ 2,000,000 X POLICY❑JE� LOC PRODUCTS-COMP/OP AGG $ Included OTHER Host Liquor $ Included AUTOMOBILE LIABILITY COMBINED SINGLE LIMIT $ 1,000,000 Ea accident A ANY AUTO 35351918 12/01/2014 12101/2015 BODILY INJURY(Per person) $ ALL OWNED SCHEDULED BODILY INJURY(Per accident) $ AUTOS AUTOS NON-OWNED PROPERTY t $DAMAGE X HIRED AUTOS X AUTOS Per acciden X UMBRELLA LIAB X OCCUR EACH OCCURRENCE $ 1,000,000 A EXCESS LIAB CLAIMS-MADE 79756561 12/01/2014 12/01/2015 AGGREGATE $ 1,000,000 DED RETENTION$ $ WORKERS COMPENSATION PER OTH- AND EMPLOYERS'LIABILITY Y/N STATUTE I IER ANY PROPRIETOR/PARTNER/EXECUTIVE E L EACH ACCIDENT $ OFFICER/MEMBER EXCLUDED? ❑ N/A ( Mandatory in NH) E.L.DISEASE-EA EMPLOYE $ If yes,describe under DESCRIPTION OF OPERATIONS below E.L.DISEASE-POLICY LIMIT $ A Directors&Officers 81514009 12/01/2013 12/01/2015 Each Year 1,000,00 DESCRIPTION OF OPERATIONS/LOCATIONS/VEHICLES (ACORD 101,Additional Remarks Schedule,may be attached If more space Is required) CERTIFICATE HOLDER CANCELLATION SHOULD ANY OF THE ABOVE DESCRIBED POLICIES BE CANCELLED BEFORE Evidence of Insurance THE EXPIRATION DATE THEREOF, NOTICE WILL BE DELIVERED IN ACCORDANCE WITH THE POLICY PROVISIONS. 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