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09/01/2012 to 08/31/2014 11/20/2012DANNY L. KOLHAGE CLERK OF THE CIRCUIT COURT DATE: December 3, 2012 TO: Dent Pierce, Director Public Works Division ATTN. Beth Leto, Assistant Director Public Works Division FROM: Pamela G. Hanc ck, .C. At the November 20, 2012, Board of County Commissioner's meeting, the Board granted approval and authorized execution of Item F24 a Lease Agreement with The Utility Board of the City of Key West, Florida, for the Big Pine Key Animal Control Facility. Enclosed are five duplicate originals of the above - mentioned for your handling. Once the Utility Board has signed, please return two fully executed originals for the Clerk and the Finance Division. Should you have any questions, please do not hesitate to contact this office. cc: County Attorney Finance File LEASE AGREEMENT LANDLORD: UTILITY BOARD OF THE CITY OF KEY WEST, FLORIDA TENANT: MONROE COUNTY, FLORIDA, a political subdivision of the State of Florida SUMMARY PAGE Leased Premises: 279 Industrial Road, Big Pine Key, Florida 33040 Lease Term: Two (2) Years Initial Term: September 1, 2012 to August 31, 2014 Extension Terms: Two (2) additional One (1) year terms Annual Base Rent: $538.00 Annual Increase in Base Rent During Option None Periods: Security Deposit: Not Applicable Guarantor: Not Applicable BOCC Animal Control Lease (final) 072612 (5) 1 of 1 10/23/2012 LEASE AGREEMENT TO OPERATE ANIMAL CONTROL FACILITY This agreement made this day of . 2012, between the Utility Board of the City of Key West, Florida, a utility board created by a special Act of the Florida Legislature, its successors and assigns (the "LESSOR') having an address of 1001 James Street, Key West, Florida 33040, and Monroe County, Florida, a political subdivision of the State of Florida, its successors and assigns, having an address of 1100 Simonton Street, Key West, Florida (the "LESSEE'). In consideration of their mutual promises made here, the parties agree as follows: WITNESSE M: 1. Premises and Term: la. LESSOR does hereby lease to LESSEE, according to the terms and provisions herein, a portion of the property ("premises' located at 279 Industrial Road in Big Pine Key, Florida. (See "Exhibit -A" attached hereto which contains the Site Drawing, "Exhibit -B" attached hereto which contains the Legal property description), and "Exhibit -C" attached hereto which is a picture of the front view of the premises to be leased. 1b. The initial term will be for two (2) years, beginning at midnight on the first day, which shall be on the 1" day of September, 2012, and ending at midnight on the last day of the initial lease term, which shall be on the 31st day of August, 2014. LESSOR or LESSEE may terminate the lease by giving sixty (60) days notice to the other party. 1c. LESSEE may also be granted two (2) additional one (1) year renewal terms. The LESSEE must be in compliance with all lease terms and conditions as a prerequisite to exercising the option to renew. The LESSEE must provide to the LESSOR a written notice of its intent to exercise said option at least sixty (60) days prior to the expiration of the current Lease term. The re- negotiation of the Lease terms will commence upon receipt of LESSEE'S notice and written consent of the LESSOR. 1d. If LESSOR decides not to extend this lease hereof as per paragraph (1c) above, LESSOR shall allow LESSEE sixty (60) days to vacate said premises, provided however LESSEE shall be required to pay LESSOR the same equal monthly rent installments during such sixty (60) day period. le. SURRENDER OF PREMISES AT END OF TERM - Upon the expiration of the term hereof or sooner termination of this lease as herein provided, LESSEE agrees to surrender and yield possession of the demised premises peacefully and without further notice, and in good order and condition but subject to ordinary wear and reasonable use thereof. 2. Rent: The rent to be paid by LESSEE to LESSOR in the first term of this Lease Agreement shall be Five Hundred Thirty -Eight Dollars ($538.00) USD per year; which rental shall be payable on or before the 1 day of September of every year as long as this Lease Agreement remains in effect. Upon exercise of the option for additional lease terms, the rent amount will also be re- negotiated pursuant to paragraph 1(c). BOCC Animal Control Lease (final) 072612 (5) 2 of 2 10/25/2012 3. Use of Premises: 3a. LESSEE agrees to use said premises only for animal control services. Said animal control services shall only be performed in the following designated areas of the premises: office /spay neuter clinic with bathroom, and kennels. 3b. LESSEE agrees to provide office space and bathroom for LESSOR. Additionally, LESSEE agrees to keep premises in good condition and to enable LESSOR to "host" occasional educational tours of adjacent property with a brief lecture/presentation in the office space preceding the tour. LESSOR will provide five (5) days notice prior to any such educational tour. 3c. LESSEE must maintain the premises in good repair and condition at all times, including the interior and exterior of the premises. LESSEE must keep the premises in a clean, sanitary, and safe condition at all times. The plumbing and other facilities must not be used for any other purposes other than that for which they were constructed, and no foreign substances of any kind may be deposited in the facilities, and the expense of any breakage, stoppage or damage resulting from the violation of this provision by LESSEE will be borne by LESSEE. LESSEE agrees to observe, comply with, and execute promptly at its sole expense during the term of this lease, all laws, rules, requirements, orders, directives, codes, ordinances and regulations of governmental authorities and agencies and of insurance carriers which relate to LESSEE'S use or occupancy of the premises. LESSEE must not allow or cause the use of the premises in any way that constitutes either a public or a private nuisance or in any way that unreasonably interferes with any other lessees or neighbors to the premises. 3d. Upon reasonable notice, LESSOR or its authorized representative may enter the leased premises at any reasonable time for the purpose of inspecting the leased premises or for performing the LESSOR'S duty of care and maintenance. 4. Quiet Enjoyment: Upon the payment by LESSEE of the rents provided, and upon the observation and performance of all the covenants, terms and conditions on LESSEE'S part to be observed and performed, LESSEE shall peacefully and quietly hold and enjoy the subject premises for the term hereby demise without hindrance or interruption by LESSOR or any other person or persons lawfully or equitably claiming by, through or under LESSOR, subject, nevertheless, to the terms of the lease. S. Care and Maintenance of Premises: 5a. LESSEE takes said premises in their present condition except for such repairs and alterations as may be expressly herein provided. 5b. LESSOR'S DUTY OF CARE AND MAINTENANCE — LESSOR will keep the roof, structural part of the floor, walls and other structural parts of the building in good repair. LESSOR will be responsible for closing shutters at LESSOR's discretion in the event of a storm watch or warning. BOCC Animal Control Lease (final) 072612 (5) 3 of 3 10/25/2012 SC. LESSEE'S DUTY OF CARE AND MAINTENANCE — 5ci. LESSEE shall, after taking possession of said premises and until termination of this lease and the actual removal from the premises, at its own expense, care for and maintain said premises in a reasonably safe and serviceable condition, except for structural parts of the building. LESSEE will furnish its own interior decorating. LESSEE will not permit or allow said premises to be damaged or depreciated in value by any act or negligence of the LESSEE, its agents or employees. 5c2. LESSEE shall perform and be responsible for the cost of all repairs and /or maintenance necessary for all "mechanicals" including, but not limited to, air conditioning, water, heater, and plumbing, and to keep the demised premises in good order, repair and condition. 5c3. LESSEE agrees to keep faucets closed so as to prevent waste of water and flooding of the premises and to promptly take care of any leakage or stoppage in any of the water or waste pipes. 5c4. LESSEE shall have the right during the term of this Lease Agreement to construct, re- construct, re- model, paint, decorate and re- decorate the leased portion of the property; provided however, that all such improvements to the demised premises by LESSEE shall conform to all applicable building codes, regulations, and prior written approval from LESSOR is obtained, written approval by LESSOR shall not be unreasonably withheld. All improvements remaining on the demised premises at the expiration or upon the termination of the Lease Agreement shall become the property of LESSOR. If at the expiration or termination of this agreement LESSEE wishes to leave the improvements on the property, LESSEE shall obtain written approval from LESSOR. LESSOR has the sole right to reject the leaving of such improvements and require LESSEE to remove improvements from the subject property. If LESSEE fails to remove the improvements that a) LESSEE leaves on site and b) LESSOR requests removal; LESSOR shall have the sole right to remove LESSEE'S improvements from the premises. LESSEE shall be responsible to reimburse LESSOR for all costs and expenses associated with the removal and disposal of LESSEE'S personal property and improvements. 5c5. LESSEE shall secure all windows, doors, and gates of the premises and shall lock all entrances and openings to the premises after normal business hours. In the event of pending storm notifications, LESSEE shall secure all windows, doors, gates, cages, and equipment stored on ground level of the premises and shall lock all entrances and openings to the premises before vacating the premises when a "Watch" is issued. Further, LESSEE agrees to notify LESSOR that storm preparations have been completed. Failure of the same shall constitute a default of this Lease. 5c6. LESSEE will maintain a chain link fence along the boundaries of the demised premises. This fence shall be of gauge and dimensions comparable to the fencing now in place. It shall be LESSEE'S responsibility and obligation, during the term of this lease, to maintain said chain link fence in a state of good repair; that is, said fence shall be maintained in an erect condition and free of gaps or holes so that it will, during the term BOCC Animal Control Lease (final) 072612 (5) 4 of 4 10/25/2012 of this lease, serve its intended purpose of preventing or deterring trespassing or encroaching upon the premises adjoining the demised premises along its southern boundary. 50. LESSEE has the right and privilege of attaching, affixing, or painting or exhibiting signs on the fence surrounding the leased premises provided the signs describe the animal control services provided and the hours of operation, and do not damage the fence. 6. Taxes: LESSEE agrees to pay all required county property or building taxes, sales taxes, licenses and fees which may occur from time to time during the term of this Lease. 7. Governmental Requirements: LESSEE shall be required to obtain any required permits, variances and /or special exceptions from all other authorities to operate this facility. 8. Assignment and Subletting: This lease may not be sold, transferred, or assigned in full or part without the written permission of LESSOR. Any purported assignment without such prior written consent shall be null and void. LESSEE shall not have the right to sublet this lease or any portion of this lease or property. 9. Insurance Requirements: By the signing of this lease, LESSEE agrees without reservations, to the insurance requirements specified herein. 9a. The insurance provided by LESSEE pursuant to this lease shall apply on a primary basis and any other insurance provided by LESSOR shall be excess of and not contributory to the insurance provided by LESSEE. 9b. LESSEE shall provide LESSOR with current proof of coverages required, in the form of an g_Ninal certified Certificate of Insurance properly signed by the authorized agent of the insurance company. The insurance company must be authorized to transact business within the State of Florida. The agent of the insurance company must be licensed to sell the insurance coverages required under this Lease Agreement. 9c. Commercial Insurance: The insurance shall cover those sources of liability which would be covered by the latest edition of the standard Commercial General Liability Coverage Form (ISO Form CG 00 -01) as filed for use in Florida without the attachment of restrictive endorsements other than the elimination of medical payments and fire damage legal liability. During the term of this Lease, except as specifically provided herein, LESSEE shall provide and maintain, at his sole cost and expense, the following insurance coverages with indicated limits of liability are mandatory under this Lease Agreement: General Aggregate $1,000,000.00 Products /Completed Operation $1,000,000.00 Personal and Advertising Injury $ 500,000.00 Each Occurrence $1,000,000.00 Fire Legal Liability Limit $ 100,000.00 9d. Property, Windstorm, and Flood Insurance: LESSEE will provide LESSOR with evidence of Property, Windstorm, and Flood Insurance with limits of coverages based on the current replacement cost of the structure. BOCC Animal Control Lease (final) 072612 (5) 5 of 5 10/25/2012 9e. Certificate of Insurance: Before commencing work, LESSEE shall furnish LESSOR with a certificate or certificates of insurance signed by an authorized representative of the insurer(s) evidencing the insurance required. The Certificates of Insurance shall provide that the LESSEE shall endeavor to give notice prior to cancellation or restriction of coverage. 9f. Additional Named Insured: The Utility Board of the City of Key West, Florida shall be included as an additional named insured for the coverages above. 10. Utilities: LESSEE agrees to comply with all applicable County codes and proper use of, and to pay for, the installation and use of electricity (account number - 8781609, meter number - 36574), water (meter number — 65069648), sewer, solid waste, and other utilities to the subject premises. LESSEE shall be responsible for all impact fees associated with utilities. 11. Observation of Laws and Ordinances: 11a. LESSEE agrees to observe, comply with and execute promptly, at their expense, during the term hereof, all laws, rules, requirements, orders, directives, ordinances and regulations and any and all governmental authorities or agencies and of all municipal departments, bureaus, boards and officials due to its use or occupancy of the subject premises, and to obtain and maintain during the term thereof any and all certificates, licenses, and other documents necessary for lawful occupation and operation. 11b. This agreement shall be governed by and construed in accordance with the laws of the State of Florida. In the event that any cause of action or administrative proceeding is instituted for the enforcement or interpretation of this Lease Agreement, the LESSOR and LESSEE agree that venue will lie in the appropriate court or before the appropriate administrative body in Monroe County, Florida. The LESSOR and LESSEE 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. This Agreement shall not be subject to Arbitration. 12. Defaults: In the event that LESSEE fails, within thirty (30) days after notice, to cure any default of any obligations owed by LESSEE to LESSOR under this Lease Agreement then, in that event, LESSOR shall have the right to terminate this Lease Agreement and to enter upon the leased premises and again have, repossess and enjoy the same as if this Lease Agreement had not been made. 13. Attorney's Fees: Should Any cause of action or administrative proceeding arise out of this lease in connection with the enforcement or interpretation of this lease between LESSOR and LESSEE, 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. Mediation proceeding 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 Sixteenth Judicial Circuit in and for Monroe County, Florida. BOCC Animal Control Lease (final) 072612 (5) 6 of 6 10/25/2012 14. Entire Agreement: This lease sets forth all covenants, promises, agreements and understandings between LESSOR and LESSEE concerning the subject premises. No modification or waiver of terms of this Agreement shall be binding, unless in writing, and signed by a duly authorized representative of LESSOR and LESSEE. 15. Partial Invalidity: If any term, covenant or addition of this lease or the application thereof to any person or circumstance shall, to any extent, be invalid or unenforceable, insofar as is reasonable the remainder of this lease, or the application of such term, covenant or condition to persons or circumstances other than those as to which it is held invalid or unenforceable, shall not be affected thereby and each term, covenant or condition of this lease shall be valid and be enforced to the fullest extent permitted by law. 16. Hazardous Materials: 16a. No petroleum products or other potentially hazardous materials including, but not limited to, oil -based paints, solvents, cleaners, or other chemicals, shall be used or stored on the leased property. 16b. Construction and industrial activities that may cause soil, water, or air contamination are prohibited. Any uses, other than animal control services, must be approved by LESSOR, in writing, prior to commencing such activities on the leased property. 16c. Solid Waste: No solid waste is allowed to accumulate on the leased property. A distinction between storage of usable materials and accumulated solid waste will be mutually agreed upon by LESSEE and LESSOR. LESSEE, at its own expense, will maintain on the property a solid waste container, with an active disposal schedule, which is large enough to handle any day - to-day refuse. 17. Manner of Payment and Giving Notice: Division Director, Public Works Monroe County, Florida 1100 Simonton Street, Suite 2 -231 Key West, Florida 33040 Utility Board of the City of Key West General Manager & CEO 1001 James Street Key West, Florida 33040 18. INDEMNITY AND HOLD HARMLESS: The LESSOR and the LESSEE are covered under F.S. 768.28. Each agrees to be fully responsible for acts and omissions of their agents or employees to the extent permitted by law. Nothing herein is intended to serve as a waiver of sovereign immunity by any party to which sovereign immunity applies. Nothing herein shall be construed as consent by either party to be sued by third parties in any matter arising out of this Lease Agreement. BOCC Animal Control Lease (final) 072612 (5) 7 of 7 10/25/2012 IN WITNESS THEREOF, the parties hereunto executed this lease the day and year first written above. As to the LESSOR: UTILITY BOARD OF THE CITY OF KEY WEST, FLORIDA By: Lou Hernandez, as its Chairman ATTEST: By: Lynne E. Tejeda, as Secretary As to the LESSEE: MONROE COUNTY, A POLITICAL SUBDIVISION OF THE STATE OF FLORIDA By: BOARD OF COUNTY COMMISSIONERS OF MONROE COUNTY, FLORIDA By: Avr5rt George R. Neugent, as Mayor /I/Z.. /Z -/ Z ATTEST:.:.ABiy Heavilin, Clerk Ad Interim By . Pa.. -, o /«. G. 4s beputy Clerk BOCC Animal Control Lease (final) 072612 (5) 8 of 8 10/23/2012 Exhibit "A" — Animal Control Facility Big Pine Site Drawing BOCC Animal Control Lease (final) 072612 (5) 9 of 9 10/25/2012 wrM me Po iar Exhibit "B° — Legal Description of ProRe y to be leased The property to be leased is located on Big Pine Key in Monroe County, Florida and is described as follows: A part of the Northwest Quarter of the Southwest Quarter of Section 25, Township 66 South, Range 29 East, on Big Pine Key, Monroe County, Florida, and being more particularly described by metes and bounds as follows: COMMENCING at the Northwest Comer of the Southwest Quarter, 1320 feet to the Northwest Comer of Silas Knowles Subdivision, as recorded in Plat Book 1, at Page 61 of the Public Records of Monroe County, Florida; thence bear East, 50 feet to the POINT OF BEGINNING of the parcel hereinafter described; from said POINT OF BEGINNING, continue East, 280 feet; thence bear North, 70 feet; thence bear West, 280 feet; thence bear South, 70 feet, back to the POINT OF BEGINNING, containing 0.45 acres. BOCC Animal Control Lease (final) 072612 (5) 10 of 10 10/25/2012 IIMJ as] 9: =Jm 11'm Ion I �1 a f � . eM