1997-064 Agreement for Gas Station at TCM Site
RESOLUTION NO. 64-97
A RESOLUTION OF THE VILLAGE COUNCIL
OF THE VILLAGE OF NORTH PALM BEACH,
FLORIDA, AUTHORIZING AND DIRECTING
THE MAYOR AND VILLAGE CLERK TO ENTER
INTO AN AGREEMENT WITH TOWN OF LAKE
PARK, A MUNICIPAL CORPORATION,
GASTION, INC., A FLORIDA
CORPORATION, CARLOS FONTECILLA AND
ISABEL E. FONTECILLA ATTACHED AS
EXHIBIT "A", WHICH AGREEMENT
PROVIDES TERMS AND PROVISIONS
SURROUNDING THE ISSUANCE OF A
BUILDING PERMIT FOR CONSTRUCTION OF
AN AUTOMOBILE SERVICE STATION AT THE
TWIN CITY MALL SITE; AND, PROVIDING
FOR AN EFFECTIVE DATE.
• BE IT RESOLVED BY THE VILLAGE COUNCIL OF NORTH PALM
BEACH, FLORIDA:
Section 1. The Village Council of the Village of North
Palm Beach, Florida, does hereby approve the Agreement with Town of
Lake Park, a municipal corporation, Gastion, Inc., a Florida
corporation, Carlos Fontecilla and Isabel E. Fontecilla attached as
Exhibit "A", which Agreement provides terms and provisions
surrounding the issuance of a Building Permit for construction of
an automobile service station at the Twin. City Mall Site.
Section 2. The Mayor and Village Clerk are hereby
authorized and directed to execute the Agreement with Town of Lake
Park, a municipal corporation, Gaetion, Inc., a Florida
• corporation, Carlos Fontecilla and Isabel E. Fontecilla attached as
Exhibit "A"
• Section 3. This Resolution shall take effect immediately
upon its adoption.
PASSED AND ADOPTED THIS 9th DAY OF OCTOBER ,
1997.
(Village Seal)
YOR
~7 VILLAGE CLE K ~
•
•
AGREEMENT
THIS AGREEMENT is made and entered into this 9th day of October, 1997, by and
between VILLAGE OF NORTH PALM BEACH, a municipal corporation, hereinafter referred
to as VILLAGE, TOWN OF LAKE PARK, a municipal corporation, hereinafter to referred to
as LAKE PARK; GASTION, INC., a Florida corporation, hereinafter referred to as
DEVELOPER, and CARLOS FONTECILLA and ISABEL E. FONTECILLA, hereinafter
referred to as FONTECILLA.
WITNESSETH:
WHEREAS, VILLAGE enacted Ordinance No. 33-95 which approved a Planned Unit
Development upon those certain lands located at the southwest corner of Northlake Boulevard
and U.S. Highway 1 (formerly known as the Twin City Mall) located in C-3 Regional Business
District, of the Village of North Palm Beach; and
WHEREAS, VILLAGE enacted Ordinances subsequent to Ordinance No. 33-95 which
would authorize the placement of an automobile service station on the Twin City Mall property
inclusive of an Ordinance modifying Ordinance No. 33-95, a Planned Unit Development, to
permit an automobile service station; and
WHEREAS, one Martin S. Steinhardt, has filed acomplaint/petition for Writ of
Certiorari against the VILLAGE and LAKE PARK in the Circuit Court of the Fifteenth Judicial
Circuit, in and for Palm Beach County, Florida, Case No. CL 97001187-AY; and
WHEREAS, DEVELOPER is desirous of securing a building permit from VILLAGE for
the erection and construction of an automobile service station on the Twin City Mall Site
pursuant to a ground lease of such automobile service station site.
WHEREAS, DEVELOPER acknowledges that VILLAGE and LAKE PARK could be
liable for loss or damages or both in the event VILLAGE issues the building permit requested
by DEVELOPER and the Circuit Court or Appellate Courts thereafter enter judgments or orders
adverse to the VILLAGE in the above-referenced action;
WHEREAS, DEVELOPER is desirous of obtaining the building permit for the
automobile service station and are agreeable to entering into this Agreement indemnifying and
saving and holding VILLAGE and LAKE PARK harmless of and from all loss, claim and
damages resulting to VILLAGE and LAKE PARK by reason of any order or judgment in any
original legal action brought against Village or LAKE PARK relating to the issuance of any
building permit to developer and providing the VILLAGE with financial assurance that any and
all improvements pursuant to the building permit shall be removed if so ordered, adjudged or
• decreed in any action so brought for such purpose.
NOW, THEREFORE, in consideration of the VILLAGE issuing a building permit for
the automobile service station, and LAKE PARK'S acquiescence in same and for other good and
valuable considerations, the receipt and sufficiency of which is acknowledged, the parties agree
as follows:
1. Upon issuance of a building permit by VILLAGE for the automobile service
station location at the Twin City Mall Site, DEVELOPER and FONTECILLA jointly and
severally agree to indemnify and save and hold VILLAGE and LAKE PARK harmless at all
times after the date of this Agreement against and in respect of all liabilities, claims, damages,
actions, proceedings, demands, judgments, costs and expenses, including a reasonable attorney's
fee both at the trial and Appellate level, incurred by VILLAGE or LAKE PARK and arising out
of or from any judgment or order entered in any original action brought for the purpose of
denying developer the right to construct the automobile service station.
2. In addition to the indemnification specified in Paragraph I of this Agreement,
DEVELOPER agrees upon issuance of permits to provide the VILLAGE with a performance
bond, letter of credit, escrow agreement or other acceptable surety agreement as required by the
Public Services Director of VILLAGE in the amounts determined in his discretion for the
purpose of the removal of the automobile service station and related improvements if ordered
by the Circuit Court or Appellate Courts in the pending lawsuit and/or required as against the
• Village or DEVELOPER pursuant to any other court order or judgment. The performance bond,
letter of credit, escrow agreement or other surety agreement shall remain in full force and effect
until such time as the subject lawsuit is finalized in favor of the VILLAGE and all applicable
time for appeal therefrom or upon DEVELOPERS complying with the Court orders or
judgments within the time frame set forth therein.
3. DEVELOPER and FONTECILLA jointly and severally covenant and agree not
to commence litigation either against VILLAGE or LAKE PARK in the event of an adverse
ruling in the subject lawsuit.
4. This Agreement shall be binding upon and inure to the benefit of the parties and
their respective legal representatives, successors and assigns.
5. This Agreement may be executed in one or more counterparts, each of which shall
be deemed an original, but all of which together shall constitute one and the same instrument.
This Agreement shall not be construed against the party responsible for drafting
such agreement.
7. This Agreement constitutes the entire Agreement of the parties and may not be
amended or modified except in a writing signed by all parties.
C
IN WITNESS WHEREOF, the parties to this Agreement have set their respective hands
and seals on the day and year first above written.
GASTION, INC.
By:
Developer
(SEAL)
CARLOSFONTECILLA
VILLAGE OF NORTH PALM BEACH
~-.
TOWN OF LAKE PARK
(SEAL)
ISABEL E. FONTECILLA
By:
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