HomeMy WebLinkAboutSoutheastern National Sciences Academy Land Trust, Inc.
Augusta Richmond GA
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DOCUMENT TYPE: ~~~fYl~~
YEAR: 0 \
BOX NUMBER: \ S
FILE NUMBER: \'5C\ lD
NUMBER OF PAGES:
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STATE OF GEORGIA )
AGREEMENT
COUNTY OF RICHMOND )
;.L.I- ~ "'I:~
THIS AGREEMENT ("Agreement") is made this S!!::: day of~. 2001.
between SOUTHEASTERN NATIONAL SCIENCES ACADEMY LAND TRUST, INC., a
nonprofit corporation organized and existing under the laws of the State of Georgia ("Land
Tmst"), and AUGUSTA, GEORGIA, a political subdivision of the State of Georgia, acting by
and tlu'ough the Augusta-Richmond COlU1ty Commission ("Augusta");
WIT N E SSE T H:
WHEREAS, Augusta is eligible under the provisions of the Georgia Greenspace
Act (O,C.G.A, ~ 36-22-1, et seq.) and the Rules and Regulations of the Dep,artment of Natural
Resources to submit, and has submitted, a Greenspace Program grant proposal requesting a
Grant from the Georgia Greenspace Trust Fund (the "Greenspace Program "); and
WHEREAS. Augusta has been determined to be eligible for, and will receive a
Greenspace Program Grant; and l
WHEREAS, tile Land Trust was formed to acquire, transfer. and manage lands in
a manner designed to promote the preservation of environmentally valuable or sensitive lands,
recreational lands, agricl.llturallallds, lands of historical or cultural impOltance, and open spaces;
and
WHEREAS, the Land Trust is available to accept the transfer of conservation
easements lU1der the Greenspace Program; and
WHEREAS, the Land Trust is available to assist Augusta in implementing the
Greenspace Program;
NOW, THEREFORE, the parties hereto, for and in consideration of the mutual
promIses herein contained, and other good and valuable consideration. the receipt and
sufficiency of which is hereby acknowledged, DO HEREBY AGREE, each for itself and its
successors and assigns, as follows:
1. Land Trust hereby acknowledges the terms and conditions of the Georgia
Greenspace Program Grant Award Agreement, 'dated the 12th day of June
.2001, by and
between the State of Georgia, Department of Natural Resources, and Augusta, a copy of same
being attached hereto as Exhibit "A", Land Trust further acknowledges that Augusta, under said
Grant Agreement, is prohibited from assigning its right, title or interest under said Grant
Agreement, or to delegate any of its duties or obligations, without the express written consent of
the State of Georgia, Department of Natural Resources ("DNR") (see Section VII, Paragraph E
of Exhibit "A"). The parties hereto agree to submit this Agreement to the DNR for its approval;
provided, however, that nothing herein contained shall relieve Augusta of its obligations under
said Grant Agreement.
2. Land Trust agrees to perform the following servIces In support of the
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Greenspace program in Augusta, and consider accepting transfer of conservation easements 011
eligible properties to meet the requirements of the Greenspace Program, to wit;
(a) Design and draft a brochure explaining and designed to educate the
public regarding the Greenspace Program;
(b) Set dates and times and secure places for public meetings to
explain and educate the public regarding the Greenspace Program for the purpose of securing
landowners to donate property to the Greenspace Program:
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( c) Provide speakers for meetings and events regarding the
Greenspace Program;
(d) Provide it~formation to the media and assist the media in educating
the public regarding the Greenspace Program;
(e) Locate and inventory properties that potentially could be acquired,
or interests acquired, consistent with for the Community Greenspace Program;
(f) Negotiate the donation or acquisition of propeliies or interests in
properties for the Greenspace Program;
(g) Provide recordkeeping serVIces as to the propcliies or interests
acquired for the Greenspace Program and providing such records as may be required for
reporting requirements to DNR;
(h) Provide the donor of any properties, or interests in properties, for
the Greenspace Program with an IRS donor receipt;
(i) Solicit additional funds for the acquisition of properti.es or interests
in properties for the Greenspace Program; and
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(j) Provide services and advice regarding insurance for properties in
the Greenspace Program,
(k) 1nspect and monitor lands designated as Greenspace Propeliy for
compliance with one or more of the nine statutory goals of the Greenspace Act including,
protecting or enhancing water quality, providing flood protection, providing natural habitat and
corridors for native plant and animal species, protecting archaeological and historic resouxces.
providing passive recreation, or providing connective links between lands contributing to the
goals of tbe Georgia Greenspace Act; and
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(1) Identify and prioritize propeliies to be acquired by the Grant Funds
and submit its recommendations for the expenditure of the Grant Funds to the Augusta-
Richmond County Commission such that the Grant Funds shall be expended by no later than
three (3) years ofreceipt by Augusta of the Grant Funds,
3. Augusta agrees to provide the following services in connection with the
Greenspace Program, to wit:
(a) Print and distribute brochures designed by Land Trust to educate
the public regarding the Greenspace Program;
(b) Publish all meeting notices in accordance with the requirements of
Georgia law;
( c) Negotiate the final h'ansaction whereby Augusta shall receIve or
acqlllre title to, or interests 1J1, properties In the Greenspace Program provided, however,
Augusta IS committed to purchasing properties to meet the requirements of the Greenspace
Program and to acquiring by donation conservation easements on other eligible properties:
(d) Engage appraisers and other necessary services to meet the
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requirements of the Rules and Regulations of the DNR in acquiring properties for the
Greenspace Program;
(e) Provide the title search, opinIOn and title i.nsurance policy 111
accordance with the Grant Agreement, Geoi'gia law, and the DNR Rules and Regulations:
(f) Operate and maintain lands designated as Greenspace Property for
compliance with one or more of the nine statutory goals of the Greenspace Act including,
protecting or enhancing water quality, providing flood protection. providing natural habitat and
corridors for native plant and animal species, protecting archaeological and historic resources.
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providing passive recreation, or providing connective Links between lands contributing to the
goals of the Georgia Greenspace Act;
(g) Provide Augusta's resources to manage and monitor propeliies, or
interests therein, in the Greenspace Program;
(h) Approve. deny, or modify proposed prioritization of properties to
be acquired per section 3 (f) of this Agreement in a timely manner; and
(i) Approve. deny, or modify proposed expenditure of funds U1 a
timely manner for the acquisition of properties pursuant to section 3 (f) of this Agreement.
4, Term, The term of this Agreement shall be for a period of 1 year, to be
automatically renewed for additional terms of 1 year each, unless either party gives at least 60
days notice in advance of January 1 of each year of its intent Dot to renew this Agreement.
5. ComDensation, Augusta shall pay to the Land Trust for its services under
this Agreement an annual fee of $55,000.00, payable in equal monthly installments on the last
day of each month of the Term of this Agreement, which amolmt shall be renegotiated each year
dming Augusta's budgeting process for budgeting funds for the following year.
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6. Indemnity~ Insurance, Land Trust agrees to indemnify and hold harmless
Augusta horn any and all claims in any way related to or arising out of any failure of Land Trust
to perform its obligations hereunder during the period from the date of this agreement to the end
of its Term, including reasonabLe attorney's fees and expenses of litigation incurred by Augusta
in connection therewith.
Without limiting the foregoing, Land Trust further agrees to maintain at all times
during said period. at Land Trust's expense, comprehensive and general public liability insurance
coverage against daims for personal injury, death and/or property damage occurnng 111
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connection with the performance of its obligations hereunder, with limits of coverage of not less
than $1,000,000.00 per occurrence,
The cost of premiums for all policies of insurance required by this Lease
Agreement shall be paid by Land Trust. Policies shall be jointly in the names of Augusta and
Land Tmst, and duplicate copies of the policies shall be delivered to Augusta,
7. Miscellaneous,
(a) Notices. All notices, demands, and requests which mayor are
required to be given by either Augusta or Land Trust to the other shall be in writing and shall be
deemed to have been properly given when sent postage pre-paid by registered or certified mail
(with return receipt requested) addressed as follows:
If intended for Land Trust:
SOUTHEASTERN NATURAL SCIENCES ACADEMY LAND TRUST
540 B TELFAIR STREET
AUGUSTA, GEORGIA 30901
If intended for Augusta:
AUGUSTA-RICHMOND COUNTY COMMISSION
c/o C01JNTY ADMINISTRATOR
EIGHTH FLOOR, MUNICIPAL BUILDING
AUGUSTA, GEORGIA 309] 1
Either party may change the address and name of addressee to which subsequent
notices are to be sent by notice to the other given as aforesaid,
(b) Exculpation; Indemnity, Wherever in this Agreement Augusta's
liability is limited, modified or exculpated or Land Trust agrees to indemnify or hold Augusta
harmless or have Augusta named as an additional insured, the term Augusta shall mean and
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include the Augusta-Richmond County Commission (including its Mayor) and its members,
officers, elected officials, agents, servants, employees and successors in office.
(c)
Covenants Bind and Benefit Successors and Assigns,
The
provisions of this Agreement shall be binding upon and inure to the benefit of the parties hereto
and their respective successors and permitted assigns; provided, however, that no one shall have
any benefit or acquire any rights tU1der this Agreement pmsuant to any conveyance, transfer. or
assi gnment in violation of any of its provisions,
(d) This Agreement shall be governed and interpreted by the laws of
the state of Georgia.
(e) All claims, disputes and other matters in question between the
Augusta and Land Trust arising out of or relating to this Agreement, or the breach thereot shaLl
be decided in the Superior Court of Richmond County, Georgia, Land Tnlst, by executing this
Agreement, specifically consents to jurisdiction and venue in Richmond County and waives arlY
right to contest jurisdiction and venue in the Superior Cow1: of Richmond County, Georgia.
(f) This Agreement contains the entire agreement of the parties, and
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no representations, inducements, promises or agreements, oral or othelwise, between the parties
not embodied herein shall be of allY force or effect. No failure of either party to exercise any
power given it hereunder, or to insist upon strict compliarlce by either palty of any obligations
hereunder, and no custom or practice of tbe parties at variance with the terms hereof shall
constitute a waiver of either party's right to demand exact compliance with the terms hereof.
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IN WITNESS WI-IEREOF, the parties hereto have caused these presents to be
execllted, the day and year first above written.
Atte~:~~l
Clerk
SOUTHEASTERN NATURAL
ACADEMY LAND TRUST
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SCIENCES
By:~
Title: P/<A~K-
otary ublic
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