HomeMy WebLinkAboutSeawall at Central Ave, Fishers Island RESOLUTION 2024-918
ADOPTED DOC ID: 20730
THIS IS TO CERTIFY THAT THE FOLLOWING RESOLUTION NO. 2024-918 WAS
ADOPTED AT THE REGULAR MEETING OF THE SOUTHOLD TOWN BOARD ON
OCTOBER 22,2024:
RESOLVED that the Town Board of the Town of Southold hereby authorizes and directs
Supervisor Albert J. Krupski, Jr. to enter into a professional services contract with True
Diligence Solutions LLC to ascertain the ownership of the seawall located on Central Avenue,
Fishers Island at a cost not to exceed$7,500.00, as outlined in their proposal dated October 1,
2024, all in accordance with the Town Attorney.
Denis Noncarrow
Southold Town Clerk
RESULT: ADOPTED [UNANIMOUS] .
MOVER: Anne H. Smith, Councilwoman
SECONDER:Greg Doroski, Councilman
AYES: Doroski,Mealy, Smith,Krupski Jr,Doherty, Evans
4-- Janvtanl, �D
THIS AGREEMENT made and entered into this day of No-t-entber 024, by and between
Town of Southold (hereinafter referred to as "Town"), a municipal corporation organized and
existing under and by virtue of the laws of the State of New York (mailing address: c/o Denis
Noncarrow, Town Clerk, P.O. Box 1179, Southold, New York 11971-0959), party of the first
part, and True Diligence Solutions LLC (hereinafter referred to as "Consultant") with an address
at 49 Davis Street, Locust Valley, New York 11560, party of the second part.
WITNESSETH: That the Town and Consultant, for the consideration named, hereby agree as
follows:
1. PURPOSE.
The Consultant shall ascertain the ownership of the seawall located on Central Avenue,
Fishers Island. All work will be performed in accordance with the Contractor's Proposal
dated October 1, 2024, a copy of which is attached hereto as Exhibit A and made a part
hereof.
2. SPECIFIC SERVICES.
The Consultant shall perform all the tasks set forth in the Proposal submitted to the Town dated
October.1, 2024, a copy of which is attached hereto as Exhibit A and made a part hereof.
3. TIME AND ATTENDANCE; COOPERATION BY THE TOWN.
The services to be rendered under this Contract shall be completed within six months (6)months of
execution of the contract.
The Town agrees to cooperate with Consultant, as needed, and to provide Consultant with
copies of any records, documents and other information needed for performance of this
agreement on a timely basis. The Town further agrees to provide Consultant with access to
appropriate officials and/or employees of the Town, as may be needed in the performance of the
agreement;
Moreover, both parties understand and agree that mutual accountability and responsiveness is
critical to the successful completion of the project, and therefore both shall always use their
best faith efforts to be accountable and promptly responsive to each other.
4. . COMPENSATION.
In payment for the services to be performed hereunder by Consultant, the Town shall make
payments to Consultant as follows:
(a) For the services to be performed by Consultant pursuant to paragraph"2" hereof, the Town
shall pay Consultant as set forth herein. Consultant shall submit an itemized voucher for
work actually completed on a monthly basis with the Town Comptroller and the Town will pay
up to,but not exceed, a total cost of$7,500.00 for completion of the project. Such voucher shall be
due and payable within 45 days after receipt of such voucher, but such sum shall not be due and
payable by the Town until the Town Board of the Town has received such a voucher and has
audited and approved for payment the signed voucher to be submitted by Consultant in
connection therewith.
(b) The Town Board shall process any vouchers received from Consultant as
expeditiously as possible.
(c) In the event that the Town disputes or objects to any portion of any voucher submitted by
Consultant pursuant to this paragraph,the Town shall,within 30 days of the receipt of such voucher,
notify Consultant in writing of such dispute or objection.
(d) Consultant acknowledges that Consultant is familiar with the requirements of section 118
of the Town Law which, in effect, prohibits payment of any of Consultant's claims against the
Town unless an itemized voucher therefore shall have been presented to the Town Board or
Town Comptroller and shall have been audited and allowed by the Town Board or Town
Comptroller.
5. TERM OF AGREEMENT; TERNIINATION
This agreement shall commence upon full execution hereof and shall terminate upon completion
of, and payment for, all the tasks outlined in the Proposal, provided, however, that this agreement
shall terminate immediately in the event that (a) Consultant dies; (b) Consultant incurs a disability
which makes Consultant unable to perform the services which Consultant is required to perform
hereunder; (c) Consultant files a Petition in Bankruptcy Court or a Petition is filed against
Consultant in Bankruptcy Court, or Consultant is adjudged bankrupt or makes an assignment for
the benefit of creditors; or (d) a Receiver or Liquidator is appointed for Consultant and/or
Consultant's property and is not dismissed within 20 days after such appointment or the
proceedings in connection therewith are not stayed on appeal within the said 20 days.
In the event that Consultant refuses or fails to provide the services required hereunder with due
diligence, or fails to make prompt payment to persons supplying labor for Consultant's services
hereunder, or refuses or fails to comply with applicable statutes, laws or ordinances, or is guilty of a
substantial violation of any provision of this agreement, the Town shall send Consultant written
notice that Consultant has 20 days to cure said default; and if, at the end of said 20-day period,
Consultant has not cured said default, the Town may then terminate this agreement on 7 days' prior
written notice to Consultant.
Except as prohibited by law, the Town and Consultant hereby waive trial by jury in any litigation
arising out of, or connected with, or relating to this Agreement.
6. SKILLS OF CONSULTANT
Consultant represents that Consultant has the requisite skills and experience to perform the
services hereunder.
7. INDEPENDENT CONSULTANT STATUS OF CONSULTANT.
Consultant and the Town agree that in the performance of Consultant's services hereunder,
Consultant is an independent contractor and shall not be deemed to be an employee or agent of
the Town for any purpose whatsoever. The Consultant shall assume all blame, loss and
responsibility of any nature by reason of neglect or violation of any federal, state, county or local
laws, regulations or ordinances.
8. CONSULTANT'S INSURANCE
The Consultant shall not commence work under this Contract until it has obtained all insurance
required under this paragraph and such insurance has been approved by the Town.
(a) Compensation Insurance: The Consultant shall take out and maintain during the life of this
Contract Workers' Compensation Insurance for its employees to be assigned to the work
hereunder.
(b) Liability Insurance: The Consultant shall take out and maintain during the life of this
Contract such general liability, property damage, and commercial auto liability insurance as shall
protect it from claims for damages for personal injury, including accidental death, as well as from
claims for property damage which may arise from operations under this Contract. The amounts
of such insurance shall be as follows:
1. General liability insurance in an amount not less than $1,000,000 for injuries, including
wrongful death to any one person and subject to the same limit for each person, in an amount
not less than $2,000,000 on account of any one occurrence.
2. Property damage insurance in an amount not less than $300,000 for damage on account of
all occurrences.
The Consultant shall furnish the above insurances to the Town and shall also name the Town
as an additional named insured in said policies.
(c) Any accident shall be reported to the office of the Town Clerk as soon as possible and
not later than twenty-four (24) hours from the time of such.accident. A detailed written report
must be submitted to the Town as soon thereafter as possible, but not later than three (3) days
after the date of such accident.
9. INDEMNIFICATION
Consultant shall release, indemnify,defend and hold harmless the TOWN,its officers, employees,
and representatives from and against any and all demands, liabilities, losses, damages, expenses
(including attorney's fees)and judgments for any personal injuries,death,or property damage in any
way relating to or arising from this Contract and the services to be performed under this contract.
10. PROHIBITION AGAINST ASSIGNMENT.
Consultant is hereby prohibited from assigning, transferring, conveying, subletting or otherwise
disposing of this agreement or his right, title or interest in this agreement without prior written
consent of the Town.
11. COMPLIANCE WITH STATUTES.
Consultant agrees that Consultant will comply with all statutes, ordinances, local laws, codes,
rules and regulations which are or may be applicable to Consultant's services, activities and duties
set forth in this agreement.
12. NOTICES.
Any and all notices and payments required hereunder shall be addressed as follows, or to such
other address as may hereafter be designated in writing by either party hereto:
To Town: Denis Noncarrow
Town Clerk
Town of Southold
P.O. Box 1179
Southold, NY 11971-0959
To Consultant: True Diligence Solutions LLC
Attn: Steve Russell Boerner
49 Davis Street
Locust Valley,New York 11560
13. WAIVER.
No waiver of any breach of any condition of the Agreement shall be binding unless in writing
and signed by the party waiving said breach. No such waiver shall in any way affect any other
term or condition of this Agreement or constitute a cause or excuse for a repetition of such or any
other breach unless the waiver shall include the same.
14. APPLICABLE LAW.
This Agreement and the rights and obligations of parties hereunder shall be construed in
accordance with and be governed by the laws of the State of New York without regard to conflicts
of laws and principles. Consultant hereby submits to the jurisdiction of the Courts of the State of
New York for all disputes relating to this Agreement and agrees that venue for all disputes shall
be in Suffolk County.
15. COMPLETE AGREEMENT- IVlODI_MCATION.
This Agreement constitutes the complete understanding of the parties. No modification of any
provisions thereof shall be valid unless in writing and signed by both parties.
IN WITNESS WHEREOF, the Town of Southold,has caused its corporate seal to be affixed
hereto and these presents to be signed by Albert J.Krupski,Jr., its Supervisor, duly authorized to
do so, and to be attested to by Denis'Noncarrow, Town Clerk, and the Consultant has caused its
corporate seal to be affixed hereto and these presents to be signed by its President, the day and
year first above written.
Town of Southold
By:
Albert J.Krupski,Jr., Supervisor
True Diligence Solutions,LLC
By:
Rmol
Steve Russell Boerner, Authorized Agent
STATE QF NEW YORK)
) ss..
COUNTY OF SUFFOLK)
i. S"cam( yoas
On the as of*ovembV in the year before me,the undersigned,personally appeared Albert
J.Krupski,Jr.,personally known to me or proved to me on the basis of satisfactory evidence to be
the individual whose name is subscribed to the within instrument and acknowledged to me that he
executed the same in his capacity and that by his signature on the instrument, the individual or the
person upon whose behalf of which the individual acted,executed the instrument.
(,M h LAUR M.STANDISH
l�'1� NOTARY PUBLIUCC,STATE OF NEW YOFUC
Registration No.01ST6784008
Qualified in Suffolk Counly ,,
Notary Public commission Expires Apra .20�...
STATE OF NEW YORK)
IV SS Q y )ss.:
COUNTY OF' tWF4L )
, 5.
On the V�of�I6va m the year 202ykbefore me,the undersigned,personally appeared Steve
Russell>Boerner,personally known to me or proved to me on the basis of satisfactory evidence to
be the individual whose name is subscribed to the within instrument and acknowledged to me that
he executed the same in his capacity and that by his signature on the instrument,the individual or
the person upon whose behalf of which the individual acted, executed the instrument.
_^_ a" —'
Notary Public
DAMON BURRIS
Notary Public-state of New York
No.01BU6435553
Qualified in Nassau County
My commission Expires June 27,?A,+
EXHIBITA
Proposal — real property investigation of
ownership/responsibi.lities of a retaining wall with
concrete stairway/title of lands underneath it,
adjoining public Central Avenue and several private
parcels: at Fishers Island, Southold Township, N.Y.
This proposal is made on October 1, 2024, from Steve Russell Boerner, CA, Party
One, principal of True Diligence Solutions LLC, to the
Southold Town Board, Party Two, of Southold Township, State of New York.
Party One proposes to perform the following scope of work:
Conduct a forensic, comprehensive land title investigation into the ownership,
rights in, etc. of the following (but possibly not limited to) specified parcels:
Relevant portion of Central Avenue (determine title and bounds)
SCTM# 1000-006.-04-1 (purported private beach parcel)
STCM# 1000-006.-04-2 (with access to the above beach; according to recent land
survey, portion of said retaining wall extends onto this parcel)
STCM# 1000-006.-04-3 (with access to the above beach)
1
STCM# 1000-006.-04-4 (with access to the above beach)
Determine which real properly entities (above, perhaps others) have ownership
rights/maintenance responsibilities with regard to said retaining wall and the
purported private beach parcel for purpose of eventual access agreements for any
and all relevant private parties before initiating repair project.
METHODOLOGY:
This investigation will require an exhaustive investigation, compilation,
deciphering, and intelligent arrangement of all available real property conveyances
(recorded and unrecorded, municipal records, potential association records, etc.),
municipal highway records, possibly archival resources (including historic aerial
photographs), citizen testimonies, etc. A thorough report, carefully tracing the real
property histories of the relevant parcels, road, beach, etc. will be the end product.
I will collaborate with all relevant parties, including municipal employees,private
entities i.e. retained land surveyor, etc. This project will require site visits,
meetings and research at the Town of Southold facilities, Fishers Island, etc.
PROJECT TIMELINE:
I will commence this investigation immediately upon approval. I anticipate to
complete this project by early Spring 2025. I will provide regular communications
to the Board, including private meetings, public hearings, emails and phone calls,
both scheduled and at any time the Board chooses, within reason of my schedule.
At the end of each month I will provide my work to that point in an intelligible
form, i.e. a draft report.
PROJECT COST:
My fee for this undertaking, which will include travel expenses, is $7,500.00. I will
request a $2,500.00 retainer, an additional $2,500.00 upon the submission of a
workable draft report, likely available after three months of research, analysis, and
writing. Upon completion of report, to the satisfaction of the Town of Southold,
final payment of$2,500.00 to be paid.
Dated: October 1, 2024
2
COVER SHEET FOR DOCU ENTS
Sent To:
-12 I-",/a 6&,LA�
Sent By: TOWN ATTORNEY, PAUL M. DECHANCE
DEPUTY T/A, JACK SQUICCIARINI
ASSISTANT T/A, JULIE M. MCGIVNEY
ASSISTANT T/A, BENJAMIN JOHNSON
CONFIDENTIAL SECRETARY, AMY SCHLACHTER
Type Of Agreement: 4-..Mj�-A
N ture Of Contract/Agreement
�e l r
-----------------
JAN 3 0 2025