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Item I1County of Monroe <r BOARD OF COUNTY COMMISSIONERS � Mayor David Rice, District 4 IleOI1da Keys ��x t t 0. Mayor Pro Tem Sylvia J. Murphy, District 5 Danny L. Kolhage, District I P f,< George Neugent, District 2 a Heather Carruthers, District 3 County Commission Meeting March 21, 2018 Agenda Item Number: I.1 Agenda Item Summary #3996 BULK ITEM: No DEPARTMENT: Project Management / Facilities TIME APPROXIMATE: STAFF CONTACT: Alice Steryou (305) 292 -4549 None AGENDA ITEM WORDING: Discussion and Direction on the potential transfer of the Islamorada Chamber of Commerce sublease with the County to the Matecumbe Historical Trust Corporation pending approval from Florida Department of Transportation. The sublease covers the parcel of land where the "red caboose" is currently located. ITEM BACKGROUND: Florida Department of Transportation ( "FDOT ") and the County entered into a Lease originally in 1977 for property in Islamorada on which the Islamorada Chamber of Commerce has been located. A new Lease for that same property was executed on May 24, 1995, with FDOT for a thirty (30) year term which expires on May 23, 2025. An Addendum to the 1995 Lease on May 18, 2005, reduced the size of the property after an adjacent parcel was sold to an adjoining neighbor. On October 18, 1995, the BOCC approved a sublease of the property with the Islamorada Chamber of Commerce sublease for a term of 29 1 /2 years commencing July 1, 1995, through December 31, 2024. The premises shall be used solely for the purposes of a historical museum, rest station, and parking facilities. The Chamber of Commerce has relocated and the Matecumbe Historical Trust Corporation has expressed an interest in assuming the sublease of the Chamber in order to establish historical markers on the history of the Florida Keys and other improvements to the museum in the Caboose. FDOT must give prior written approval for any sublet or assignment of the County's lease. Since the Chamber sublease does not terminate until December 2024, it could either be assigned or terminated and a new sublease entered into with a new entity. FDOT is currently reviewing the matter and its documents to determine the manner in which it wishes for the County to proceed in potentially transferring the property to the Matecumbe Historical Trust Corporation. Once the County has direction and approval from FDOT, we can determine the manner in which to proceed to terminate the Islamorada Chamber sublease and enter into a new agreement with the Matecumbe Historical Trust. PREVIOUS RELEVANT BOCC ACTION: August 16, 1977 FDOT and Monroe County entered into a Lease Agreement for property in Islamorada to be used for a historical museum, rest station, and parking facility. May 24, 1995 FDOT and Monroe County entered into a new Lease Agreement for thirty years commencing May 24, 1995, and terminating May 23, 2025, for the same property. October 18, 1995 BOCC approved a Sublease with Islamorada Chamber of Commerce for property that is the subject of the FDOT and County Lease with a term commencing July 1, 1995 through December 31, 2024. May 18, 2005 An Addendum was entered into between FDOT and Monroe County to its 1995 Lease which reduced the parcel due to the sale of a certain portion to an adjoining neighbor. CONTRACT /AGREEMENT CHANGES: N/A STAFF RECOMMENDATION: N/A DOCUMENTATION: 10 -15 -1995 SubLease Islamorada Chamber FDOT & County 1977 Lease Lease 5 -24 -95 FDOT & County Addendum to May 1995 Lease 05182005 FINANCIAL IMPACT: Effective Date: N/A Expiration Date: Total Dollar Value of Contract: N/A Total Cost to County: Current Year Portion: Budgeted: Source of Funds: CPI: Indirect Costs: Estimated Ongoing Costs Not Included in above dollar amounts: Revenue Producing: If yes, amount: Grant: County Match: Insurance Required: Additional Details: N/A None REVIEWED BY: Patricia Eables Completed 03/06/2018 4:34 PM Kevin Wilson Completed 03/06/2018 6:40 PM Budget and Finance Completed 03/07/2018 8:12 AM Maria Slavik Completed 03/07/2018 8:30 AM Kathy Peters Completed 03/07/2018 9:39 AM Board of County Commissioners Pending 03/21/2018 9:00 AM SUBLEASE - CHAMBER OF COMMERCE This Agreement is made and entered into by MONROE COUNTY, a political subdivision of the State of Florida, whose address is 5100 College Road, Stock Island, Key West, Florida 33040, (County), and Islamorada Chamber of Commerce, a non- profit corporation incorporated in the State of Florida, whose address is P. O. Box 915, Islamorada, FL 33036 (the Chamber). The County has a leasehold interest in a parcel of land situated on Upper Matecumbe Key and more particularly described in Exhibit "A." The State Yr Department of Transportation owns said property, and, through a lea* executa on m -j o the day of � 1995, retains the right of approval of anysuble�crs' e. 1. PROPERTY. The County subleases exclusively to the -- Chamber the O CD o r land shown on Exhibit A, hereafter the premises. Exhibit A is attached and m le a .n part of this Agreement. 2. TERM. The term of this Agreement is twenty -nine and one -half (29 years running from July 1, 1995 through December 3T, 2024. 3. USE AND CONDITIONS. The premises shall be used solely for the purposes of a historical museum rest station and parking facilities No signs of any kind will be permitted on the leased right of way area If the premises are used for any other purpose, the County shall have the option of immediately terminating this Agreement. Chamber shall not permit any use of the premises in any manner that would obstruct or interfere with any transportation facilities. The Chamber will further use and occupy said premises in a careful and proper manner, and not commit any waste thereon. Chamber will not cause, or allow to be caused, any nuisance or objectionable activity of any nature on the premises. Any activities in any way involving hazardous materials or substances of any kind whatsoever, either as those terms may be defined under any state or federal laws or regulations or as those terms are understood in common usage, are specifically prohibited. The Chamber will not use or occupy said premises for any unlawful purpose and will, at Chamber's sole cost and expense, conform to and obey any present or future ordinance and /or rules, regulations, requirements and orders of governmental authorities or agencies respecting the use and occupation of said premises. Chamber is subject to all conditions of the Lease between the State and the County for the Premises. 4. RENT. For the use of the premises, the Chamber must pay the County the sum of $1.00 per year for each full or partial year of the term, due on the first of July of each year and payable in advance. Additionally, the Chamber shall reimburse the County for any increases in rent which the State requires of the County and any administrative fees assessed to the County by the State for the premises or leasing thereof, in accordance with statutory and regulatory provisions of the State of Florida. 5. TAXES. The Chamber must pay all taxes and assessments, including any sales or use tax, levied by any government agency with respect to the Chamber's operations on the premises. 6. INSURANCE. Chamber shall, throughout the term of this lease, maintain insurance in a minimum amount of one million dollars ($1,000,000.00) for bodily injury or death to any one person or number of persons in any one occurrence 2 and not less than one million dollars ($1,000,000.00) for property damage unless waived or modified by County Risk Management per Administrative Instruction 4709 and by the State of Florida Department of Transportation. The insurance policy (or policies) shall name Monroe County and the State of Florida Department of Transportation as additional insureds. The Chamber must keep in full force and effect the required insurance during the term of this Agreement. If the insurance policies originally purchased which meet the requirements of this sublease are canceled, terminated or reduced in coverage, then the Chamber must immediately substitute complying policies so that no gap in coverage occurs. Copies of current policy certificates shall be filed with the County whenever acquired or amended. 7. CONDITION OF PREMISES. The Chamber must keep the premises in good order and condition. The Chamber must promptly repair damage to the premises. At the end of the term of this Agreement, the Chamber must surrender the premises to the County in the same good order and condition as the premises were on the commencement of the term, normal wear and tear excepted. The Chamber is solely responsible for any improvements to land and appurtenances placed on the premises. 8. IMPROVEMENTS. No structure or improvements of any kind shall be placed upon the land without prior approval in writing by the District Secretary for District Six of the State of Florida Department of Transportation and a building permit issued by County. Any such structure or improvements shall be constructed in a good and workmanlike manner at Chamber's sole cost and expense. Subject to any 3 landlord's lien, any structures or improvements constructed by Chamber shall be removed by the Chamber at Chamber's sole cost and expense, by midnight on the day of termination of this Agreement or extension hereof, and the land restored as nearly as practical to its condition at the time this agreement is executed unless the State of Florida Department of Transportation or its successors and assigns accepts in writing delivery of the premises together with any structures or improvements constructed by Chamber. Portable or temporary advertising signs are prohibited. Chamber shall perform, at the sole expense of Chamber, all work required in the preparation of the property or premises hereby leased for occupancy by Chamber, in the absence of any special provision herein contained to the contrary; and Chamber does hereby accept the leased property or premises as now being in fit and tenantable condition for all purposes of Chamber. County and State reserve the right to inspect the leased area and to require whatever adjustment to structures or improvements as County or State, each in its sole discretion, deems necessary. Any adjustments shall be done at Chamber's sole costs and expense. No building permit fee shall be required by County for development for which Chamber applies for a building permit prior to June 30, 1996, although a County building permit shall be required for all development. Any building permits sought by Chamber subsequent to June 30, 1996, shall be subject to permit fees. 9. HOLD HARMLESS. The Chamber is liable for and must fully defend, release, discharge, indemnify and hold harmless the County, the members of the County Commission, County officers and employees, and County agents and F11 contractors, and the State, its officers and employees, from and against any and all claims, demands, causes of action, losses, costs and expenses of whatever type - including investigation and witness costs and expenses and attorneys' fees and costs - that arise out of or are attributable to the Chamber's operations on the premises except for those claims, demands, damages, liabilities, actions, causes of action, losses, costs and expenses that are the result of the sole negligence of the County The Chamber's purchase of the insurance required under this Agreement does not release or vitiate its obligations under this paragraph. 10. NON - DISCRIMINATION. The Chamber for itself, its personal representatives, successors in interest, and assigns, as a part of the consideration hereof, does hereby covenant and agree that no person on the grounds of race, color, or national origin shall be excluded from participation in, denied the benefits of, or be otherwise subjected to discrimination in the use of premises or in the contracting for improvements to the premises. 11. TERMINATION. The County may treat the Chamber in default and terminate this Agreement immediately, without prior notice, upon failure of Chamber to comply with any provision of this Agreement. This Agreement may be terminated by County if and when, for any reason its controlling lease is terminated by the State, upon provision of reasonable notice. Chamber may terminate this Agreement upon giving thirty days prior written notice to County. 12. DEFAULT - WAIVER. The waiver by the Chamber or the County of an act or omission that constitutes a default of an obligation under this Agreement does not waive another default of that or any other obligation. 5 13. ASSIGNMENT. The Chamber may not assign this Agreement or assign or subcontract any of its obligations under this Agreement without the approval of the County's Board of County Commissioners. All the obligations of this Agreement will extend to and bind the legal representatives, successors and assigns of the Chamber and the County. 14. SUBORDINATION. This Agreement is subordinate to the laws and regulations of the United States, the State of Florida, and the County, whether in effect on July 1, 1995, or adopted after that date. This Agreement is also subordinate to the provisions of any existing or future agreements between the State Department of Transportation and the County with regard to the use of the premises. 15. INCONSISTENCY. Any item, condition or obligation of this Agreement that is in conflict with the items listed in this paragraph is superseded to the extent of the conflict. 16. GOVERNING LAWS/VENUE. This Agreement is governed by the laws of the State of Florida and the United States. Venue for any dispute arising under this Agreement must be in Monroe County, Florida. In the event of any litigation, the prevailing party is entitled to a reasonable attorney's fee and costs. 17. CONSTRUCTION. This Agreement has been carefully reviewed by the Chamber and the County. Therefore, this Agreement is not to be construed against any party on the basis of authorship. 18. NOTICES. Notices in this Agreement, unless otherwise specified, must be sent by certified mail to the following: R To County: County Administrator 5100 College Road Stock Island Key West, FL 33040 19. FULL UNDERSTANDING. To Chamber Executive Director Islamorada Chamber of Commerce P. O. Box 915 Islamorada, FL 33036 This Agreement is the parties' final mutual understanding. It replaces any earlier agreements or understandings, whether written or oral. This Agreement cannot be modified or replaced except by another written and signed agreement. 20. EFFECTIVE DATE. This Agreement will take effect on July 1, 1995. IN WITNESS WHEREOF, each party has caused this Agreement to be executed by its duly authorized representative. (SEAL) ATTEST: DANNY L. KOLHAGE, CLERK BOARD OF COUNTY COMMISSIONERS OF MONROE COUNTY, FLORIDA Deputy Cl Witness Witness APPROVED AS m ;�'" EGAL SUF '' Attome off Dicta -� ATTEST: (SEAL) 1` By tc Executive Secretarymargaret Higgins DATE: Z.2 WCON /islacofc.doc By -- Mayor hairman ISLAMORADA CHAMBER COwMER)ZE, INC. B SUB -LEASE APPROVED BY: STATE OF F IDA DEPARTMENT OF TRANSPORT 'I r By i trict Se - Jose Abreu Appro as to form.,pci legality 7 Ibtrict Cd i X H I B I T " A" D. 0. T P A R C t L 6 0 5 6 DOT PARCSL 1,138311 88tt 6056 Monroe County Y.P.I. N0. 6116663 STATE /JOB NO. 90060, Sheet 26 of 32 F.A.P. NO. N/A STATE ROAD NO. 5, Bayside COUNTY /KEY SECTION, TOWNSHIP AND RANGE D E S C R I P T I O N: The following is the description of a parcel of land leased by Monroe County, Florida from the D.O.T of The State of Florida. That part of section 28, Township 63 South,Range 37 East, Upper Matecumbe, Monroe County, Florida, shown as "NOT PART. OF THIS PLAT ", as shown on the Plat of Stratton's Subdivision as recorded in Plat Book 2 at Page 38 in the Public Records of Konroe County being more particular described as follows: Begin at the intersection of North Line of Government Lot 4 of said Section 28 with the North R/W Line of U. S. 1, thence run Westerly along the North R/W Line a distance of 493.97 feet; thence at Right Angles to the last described course a distance of 100 feet; thence Easterly, Right Angles to the last described course a distance of 389.41 feet to a Point on the North Line of said Government Lot 4; thence Easterly along the North Line of said Lot 4 a distance of 144.68 feet to the Point of Beginning. The foregoing containing 44,192.SQ.FT.(1.02 Acres) adze or leas. NOTE: Subiect to restrictions, reservations, conditions and easements of r any utilities remaining in place and in use, if any. This ptoperty cannot be used for outdoor advertising purposes. Following is a disrcription of a portion of property to be subleased by the Islamorada Chamber of Commerce: That part of Section 28, Township 63 South, Range 37 East, Upper Matecumbe, Monroe County, Florida, shown as "NOT PART OF THIS PLAT ", as shown on the Plat of Stratton"s Subdivision as recorded in Plat Book 2 at Page 38 in the Public Records of Monroe County being more particular described as follows: Begin at the intersection of the North Line of Government Lot 4 of said Section 28 with the North R/W Line of U. S. 1; thence run westerly along the North R/W Line a distance of 150.00 feet to the Point of Beginning; thence continuing Westerly along the North R/W line a distance of 343.97 feet; thence at Right Angles to the last described course a distance of 100 feet; Monroe, Upper Matecumbe Key, MM 82 Section 28, Township 63 South, Range 37 East thence Easterly at Right Angles of the last described courst a distance of 239.41 feet; thence run North 89 Degrees 51' 49" East for a distance of 144.68 feeet to the Point of Beginning. The foregoing containing 29,192 SO.FT.(0.6702 Acres) more or less. Included in the above described parcel of land is a portion of land known as "TRACT AN the descriptions and restrictions are more particularly described as follows: Begin at the intersection of North Line of Government Lot 4 of said Section 28 with the North R/W Line of U. S. 1, thence run Westerly along the North R/W line a distance of 150.00 feet to the Point of Beginning; thence continuing Westerly along the North R/W line a distance of 28.93 feet; thence run South 89 Degrees 51' 49" West for a distance of 39.96 feet; thence run North 43 Degrees 51' 34" west for a distance of 27. feet; thence run North 89 Degrees 51' 49" East for a distance of 80.0 feet to the Point of Beginning. The foregoing containing 1,200 SO.FT.(0.0275 Acres) more or less. NOTE: The following restrictions apply to the foregoing description known as "TRACT A ". Lessee, its assigns, successors or sublessees, are prohibited from clearing, altering or engaging in any development activity within the area described as "TRACT A ". It is the intent of this prohibition to preserve the vegetated area located within TRACT A so as to serve as a natural buffer between the leased premises and the adjoining parcel. F W MAY- 20 - 15:44 ID: FLO pD lnwTOM C" GOYCR}" DISTRICT SIX 1000 N.W. 111 AVENUE MIAMI. FLORIDA 33172 l FAI TRANSMITTAL COVER SHEET DATE: �l! l�l. �f..� FAX TO: C�a l rca C71'r ` !!Y an COMPANY: Chom b er 0 (-O - ce TOTAL NUMBER OF PAGES. INCLUDING COVER SHEET: vet7 7 FAX NUMBER DIALED: 3D DEPARTMENT NUMBER: " Z 4170 S� 7 OUR FAX NUMBER: (305) 470 - 5699 OR 5564 COMMENTS: ee eeF C4 E /S I TEL NO:89049220222 ##325 P01 DEPARTMENT OF TRANSFORTATIOIN ach Q, warn StCRITMET u Cer/ r 4 c� /ro %� r` n MAY- 20 -'93 15:45 ID: LIM Mn. A.L. Godwin, . A dm.i,n,i4tAatoh React PhopeAty Management Section ht o6 Clay Suheau. state. o6 FtoWa Depaktment 06 TAanepontatfon Ta.. see, FZoh.icta 32304 x#325 P02 SECTION: ( 060-5240 STATE ROAD: U.S. 1 COu NTV: Mc taxo _ PARCEL: Ph -RT PARCEL 2 (Patcef- No. (x) Paht Utah MA. Godwin: Pteabe be advized that the LEASE AGREEKYM executed by the STATE OF FLORIDA, 'DEPARTMENT OF TRANSPOVATION, w4th MONROE COUNT ' dated AUGUST 16 1977 , W been jited 6c% necond in the o66ice o the Ctenh o the C.Acu.it Couxt b on the CowLty o6 2h , $We 06 FloAi.da, on the 41 day o6 0 R A.D. , 19 and seconded i n �e�t! SaaFz Page (s) 0 and the hecond ven.i j i.ed. le4 0 1/' AM NOTE TO RECORDING CLERK Pteue 6iU in the above Zetteh and ma.it same to: Vow ftLty youh.a, CZeAk o6 Citc.uit Cc un t Mh. w. A. MaieA DiztA.i r-t Right 06 Way A&niniztAato She o6 F. oAida D o 6 Tnaopon to ton 730 S.w, 24th St ut Ft. Laudendai'e, Fton.i.da 33315 TEL N0:e9049220228 MAY-20-'93 15:45 ID: t� fEL N0:6904922022e COUNTY: SECTION: STATE ROAD PARCEL NO: LEASE AGREEMENT 1.1.b i 325 P Monroe 90060 -Proj. 5240 U.S. No. 1 Part Parcel No. 2 + THIS AGREEMENT, made this 16t day of _ - August 19 77 by and between the STATE OF FLORIDA DEPARTMENT OF TRANSPORTATION, an agency of the State of Florida, hereinafter called "Lessor ", and MONROE COUNTY, FLORIDA, hereinafter called "Lessee "; W I T N B S S E T H In consideration of the covenants contained herein the parties agree as follows: 1. Lessor does hereby lease to Lessee, for good and sufficient consideration, the land described in Exhibit "A ", attached hereto and made a part hereof, for a term of fifteen (1S) years from the date hereof and further agrees to an extension of such term for an additional five (5) years upon request of Lessee. 2. The land shall be used solely as the site for a hi s t ori c al muse um, rest station, and parking facility, and no advertising signs shall be,permitted. If Lessee ceases to use the land for the purposes specified, this agreement shall terminate. Proposed plans for development of the land shall be approved by the Department before the construction of any improvements thereon. Development of the site in accordance with approved plans shall be completed within three years from the date hereof, otherwise this lease shall terminate. 3. Upon expiration of the lease term, Lessee shall, at the option of Lessor, either: (a) Deliver possession of the leased property, together with any improvements located thereon, to Lessor, whereupon title to such improvements shall vest in Lessor, or (b) Remove all improvements placed oa the land and deliver possession to the Lessor with the lapd restored as nearly as practical to its present condition. MAY-20 15:45 ID: TEL NO e'9049220220 4325 PO4 � Lessee shall make no assignment of ar,y interest in this Lease Agreement and shall not enter into any sublease, license or franchis agreement in connection with the leased land, except with the consent o Lessor, tahich consent will not be unreasonably witaheld. 5. Lessee, as part of the consideration for this Lease Agreement, assumes full responsibility for the condition of the premises during the term of this Lease, including any latent hazardous conditions, and agrees to indemnify, defend, save and hold harmless Lessor from any loss, liabilities, claims, demands and suits of any nature which may arise out of or because of any accident, happening or occurrence in or about the demised premises or the improvements thereon. IN WITNESS WHEREOF, the parties hereto have caused these presents to be executed, the day and year first above written. 'epi M ANO F%F.CU6'It'A ! A3 1 T SA N ,Fq ATION Z..,.lUri t Cp 4ft�V. STATE OF FLORIDA DEPARTMENT OF TRANSPORTATION BY: are #o Minlstrat on ATTEST; EAL) rx cutzv ecretary MONROE COUNTY, FLORIDA BY: ehe, an of the Board TLE: TTES a� (SEAL TITL i(Xk to the Board 5.: MAY-20- 15:47 ID: TEL NO:99049220229 #325 P05 EXIIIDIIT "A." Section 90060-Ilroi. 5240 U. S. No. I Monroe County Part Parcel No. 2 That part of Section 28, Township 63 South, Range 37 East, Upper Matecumbe, ,jonroc County, 111orida, show as " not a part of this plat", as shown on the Plat of Strat'tOWS subdivjs�.on as rocorded in Plat Book 2 at Page 38 in the Public Reco� of Monroe County being more particularly desoribed as follows; Begin at the int ' ergection of the North Line of Government Lot 4 of said Section 28 with nhe North R/W Lino of U. S. 1, thence run Wes•:erly along the North R/W Line a distance of 493-97 feet; thence at Right Angles to the last tlescribed course a distance of 100 feet; thence I�ac• °rerly at right angles to the last described course A distance of 389A1 feet to a Point on the North Line of said Governiaent Lot 4; thence Easterly along the North Line of said Lot 4 a distance of 14-1.68 feet to the Point of Beginning. NOTE: Sub—ject t restrictions, reservations, conditions an d easements of record, a utiljtj,cs remaining in place and in uso, j.f any. This proper:y cannot be used for outdoor advertising pu3:j)0SQ STATE 01• a _ ... TR. 0, MP"!, DFS 2 -, M 0 0 U- E ct 7 no rpq gxd S Packet Pg. 10377 !'IN Y — Gll — ' 7.J 1=1 a Hr, A U a ..... ...,... <._;„;.,.., :. — w:...... . W RESOLUTION NO 1 91 -1977 A RESOLUTION AUTHORIZING THE MAYOR AND CHAIRMAN OF THE BOARD OF COUNTY COMMISSIONERS OF MONROE COUNTY, FLORIDA, TO EXECUTE A LEASE AGREEMENT BY AND BE- TWEEN THE STATE OF FLORIDA DEPARTMENT OF TRANSPOR- TATION AND MONROE COUNTY, FLORIDA, FOR PROPERTY ON ISLAMORADA, MONROE COUNTY, FLORIDA' TO BE USED FOR A HISTORICAL MUSEUM, REST STATION, AND PARKING FACILITY. BE IT RESOLVED BY THE BOARD OF COUNTY COMMISSIONERS OF MONROE COUNTY, FLORIDA, as follows: That the Mayor and Chairman be authorized to execute a Lease Agreement by and between the State of Florida Department of Transportation and Monroe County, Florida, cop7 of same being attached hereto, for property on Islamorada, Monroe County, Florida, to be used for a historical museum, rest station, and parking facility. Passed and adopted by the Board of County Commissioners of Monroe County, Florida, at a regular meeting h•ald on the 16th day of August, 1977. BOARD OF COUNTY COMMISSIONERS OF MONROE COUNTY, FLORIDA BY - yor'ail airman (Seal) Attest: r 6 r I (--HERE Y CERTIFY th ?t t°ds docuricn': t °L: my By V4 P,tlorney s Office °MGY- ° -20 -' 93 15:48 ID: TEL N0:89049220228 03 25 STATE OF FLORIDA, ss. COUNTY OF MONROE. I HEREBY CERTIFY that the foregoing is A true co py of a Resolution adopted by the Board of County Commissioners of Monroe County, Florida, at a meeting of said Board duly held on the 16th day of ,Lu ust , A.D. 19--L 22nd WITNESS my hand and official seal this. August A.D. 19 77. day of (SEAL) Ral h ti . White Clerk o the Circu't Court in and for Monroe Cou:ity, Florida, and ex officio Cle: °k of the Board of County Commissioners of Monroe Count ;'lorida. By: . De ty Clexk . ° Form 225 - 080 -03 OW - 0003 07/94 LESSEE : Monroe Count W.P.I. NO.: 6116663 COUNTY : Monroe. Upper Matecumbe Key, MM 82 SECTION : 90060, Sheet 26 of 32 STATE ROAD: 5 Bayside FAP NO. : N_ /A PARCEL NO.: 6056 LEASE AGREEMENT This AGREEMENT, made this 2LA day of AQy 1995, by and between the STATE OF FLORIDA DEPARTMENT OF TRANSPORTATION, (hereinafter called the Lessor), and MONROE COUNTY, FLORIDA (hereinafter called the Lessee), WITNESSETH• In consideration of One Dollar ($1.00) and other good and valuable considerations, the Parties agree as follows: 1. Property and Term. Lessor does hereby lease unto Lessee the lands described in Exhibit "A ", attached hereto and made a part hereof, for a period of Thirty (30) years beginning with the date of this Agreement. This Agreement may be renewed for an additional Five (5) year. term at Lessee's option, subject to the rent adjustment as provided in Paragraph 3 below. Lessee shall provide Lessor 120 days advance written notice of its exercise of the renewal option. If Lessee holds over and remains in possession of the land after the expiration of the term specified in this Lease, or any renewals of such term, Lessee's tenancy shall be considered a tenancy at sufferance, subject to the same terms and conditions as 1 Fora 225 - 080 -03 OOC - 0003 07/94 herein contained in this Lease. This Lease is subject to all utilities in place and to the maintenance thereof as well as any other covenants, easements, or restrictions of record. This Lease shall be construed as a Lease of only the interest, if any, of Lessor, and no warranty of title shall be deemed to be given herewith. 2. Use. The leased land shall be used solely for the purposes of a historical museum, rest station and parking facilities. No signs of anv kind wil be permitted on the leased right of way area If the land is used for any other purpose, the Lessor shall have the option of immediately terminating this Agreement. Lessee shall not permit any use of the land in any manner that would obstruct or interfere with any transportation facilities. The Lessee will further use and occupy said premises in a careful and proper manner, and not commit any waste thereon. Lessee will not cause, or allow to be caused, any nuisance or objectionable activity of any nature on the premises. Any activities in any way involving hazardous materials or substances of any kind whatsoever, either as those terms may be defined under any state or federal laws or regulations or as those terms are understood in common usage, are specifically prohibited. The Lessee will not use or occupy said premises for any unlawful 2 Form 225 - 080 -03 OOC - 0003 07/94 purpose and will, at Lessee's sole cost and expense, conform to and obey any present or future ordinances and /or rules, regulations, requirements and orders of governmental authorities or agencies respecting the use and occupation of said premises. 3. Rent. Lessee shall pay to Lessor as rent, on or before the first day of each rent payment period, the sum of One Dollar (51.00) plus tax, for each one (1) year of the term. If this Agreement is terminated prior to the end of any rent payment period, the unearned portion of any rent payment, less any other amounts that may be owed to Lessor, shall be refunded to Lessee. Lessee shall pay any and all state, county, city and local taxes that may be due during the term hereof, including any real property taxes. Rent payments shall be made payable to the Florida Department of Transportation and shall be sent to the State of Florida, Right of Way Administration, 1000 N.W. 111th Avenue, Miami, Florida 33172. The Lessor reserves the right to review and adjust the rental fee biennially and at renewal to reflect market conditions. Any installment of rent not received within ten (10) days after the date due shall bear interest at the highest rate allowed by law from the due date thereof. This provision shall not obligate Lessor to accept late rent payments or provide Lessee a grace period. 4. Improvements. No structures or improvements of any kind 3 Form 225 - 080 -03 OOC - 0003 0'7/94 shall be placed upon the land without prior approval in writing by the District Secretary for District Six of Lessor. Any such structure or improvements shall be constructed in a good and workmanlike manner at Lessee's sole cost and expense. Subject to any landlords lien, any structures or improvements constructed by Lessee shall be removed by the Lessee, at Lessee's sole cost and expense, by midnight on the day of termination of this Agreement and the land restored as nearly as practical to its condition at the time this agreement is executed. Portable or temporary advertizing signs are prohibited. Lessee shall perform, at the sole expense of Lessee, all work required in the preparation of the property or premises hereby leased for occupancy by Lessee, in the absence of any special provision herein contained to the contrary; and Lessee does hereby accept the leased property or premises as now being in fit and tenantable condition for all purposes of Lessee. Lessor reserves the right to inspect the leased area and to require whatever adjustment to structures or improvements as Lessor, in its sole discretion, deems necessary. Any adjustments shall be done at Lessee's sole costs and expense. 5. Maintenance. Lessee shall keep and maintain the land and any building or other structure, now or hereafter erected thereon, in good and safe condition and repair at Lessee's own expense during the existence of this lease, and shall keep the same free 4 Form 225 - 080 -03 OW - 0003 07/94 and clear of any and all grass, weeds, brush and debris of any kind, so as to prevent the same becoming dangerous, inflammable or objectionable. Lessor shall have no duty to inspect or maintain any of the land, buildings or other structures, if any, during the terms of this Lease; however, Lessor shall have the right, upon twenty -four (24) hours notice to Lessee, to enter the property for purposes of inspection, including conducting an environmental assessment. Such assessment may include but would not be limited to: surveying; sampling of building materials, soil and groundwater; monitoring well installations; soil excavation; groundwater remediation; emergency asbestos abatement; operation and maintenance inspections; and, any other action which might be reasonable and necessary. Lessor's right of entry shall not obligate inspection of the property by Lessor, nor shall it relieve the Lessee of its duty to maintain the property. In the event of emergency due to a release or suspected release of hazardous waste on the premises, Lessor shall have the right of immediate inspection, and the right, but not the obligation, to engage in remedial action, without notice. 6. Indemnification. The Lessee is self- insured for any general liability claims that may arise and to the extent provided in section 768.28 (5), Florida Statute. The Lessee shall indemnify, defend, save and hold Lessor, its agents and employees, harmless of and from any losses, fines, penalties, 5 Form 225 - 080 -03 00C - 0003 07/94 costs, damage, claims, demands, suits and liabilities of any nature, including attorneys fees (including regulatory and L appellate fees), arising out of, because of, or due to any 0 accident, happening or occurrence on the leased land or arising in L any manner on account of the exercise or attempted exercise of Lessee's rights hereunder, whether the same regards person or property of any nature whatsoever, regardless of the apportionment 0 of negligence, unless due to the sole negligence of Lessor. It is 0 further understood that should the Lessee sublet the property in question, that the Sub - lessee shall indemnify and hold harmless the Lessor under the same terms and conditions set forth herein, 0 excluding all provisions which apply to governmental agencies. L Lessee's obligation to indemnify, defend, and pay for the defense or at the Department's option, to participate and associate with the Department in the defense and trial of any claim and any M u related settlement negotiations, shall be triggered by the Department's notice of claim for indemnification to Lessee. M 0 Lessee's inability to evaluate liability or its evaluation of liability shall not excuse Lessee's duty to defend and indemnify within seven days after such notice by the Department is given by registered mail. Only an adjudication or judgment after the LO highest appeal is exhausted specifically finding the Department J solely negligent shall excuse performance of this provision by W Lessee. Lessee shall pay all costs and fees related to this u obligation and its enforcement by the Department. Department's C Form 225 - 080 -03 OW - 0003 07/94 failure to notify Lessee of a claim shall not release Lessee of the above duty to defend. Lessee shall defend the Lessor to the extent provided in section 768.28 (18) Florida Statute. 7. Insurance. Lessee is self- insured and will cover the State of Florida Department of Transportation as stated in Paragraph 6 of this agreement. Lessee will protect Lessor and Lessee against any and all claims for injury and damage to persons or property or the loss of life or property occurring in, or on about the land arising out of the act, negligence, omission, nonfeasance or malfeasance of Lessee, its employees, agents, sub- lessees contractors, customers, licensees and invitees.. Should the Lessee sub -let or assign the property in question the sub -lease shall be required to include the Lessor on the Sub - lessee's certificate of insurance which shall be in a minimum amount of One Million Dollars ($1,000,000.00) for bodily injury or death to any one person or any number of persons in any one occurrence not less than One Million Dollars for property damage. The Sub - Lessee should name the State of Florida Department of Transportation (FDOT) as an insured party under the policy. The Sub - Lessee shall provide FDOT with proof of insurance upon demand by FDOT. 8. Eminent Domain. Lessee acknowledges and agrees that its relationship with Lessor under this Lease is one of Landlord and Tenant and no other relationship either expressed or implied shall be deemed to apply to the parties under this Lease. Termination of this Lease for any cause shall not be deemed a taking under any 7 Form 225 - 060 -03 OOC. - 0003 07/94 eminent domain or other law so as to entitle Lessee to compensation for any interest suffered or lost as a result of termination of this Lease, including but not limited to (i) any residual interest in the Lease, or (ii) any other facts or circumstances arising out of or in connection with this Lease. Lessee hereby waives and relinquishes any legal rights and monetary claims which it might have for full compensation, or damages of any sort, including but not limited to special damages, severance damages, removal cost or loss of business profits resulting from its loss of occupancy of the leased property specified in this Agreement, or adjacent properties owned or leased by it, when any or all such properties are taken by eminent domain proceedings or sold under the threat thereof. This waiver and relinquishment applies whether (i) this Lease is still in existence on the date of taking or sale; or, (ii) has been terminated prior thereto. E: Form 225 - 080 -03 OOC - 0003 07/96 9. Miscellaneous. a. This Agreement may be terminated by Lessor immediately, without prior notice, upon default by Lessee 0 L hereunder, and may be terminated by either party upon thirty (30) days prior written notice to the other party. b. In the case of litigation arising out of the enforcement of any terms, covenants or provisions of this Lease, 0 the prevailing party shall be entitled to recover its reasonable attorneys' fees from the non - prevailing party. C. Lessee acknowledges that it has reviewed this Lease, 0 is familiar with its terms and has had adequate opportunity to L review this lease with legal counsel of Lessee's choosing. Lessee has entered into this Lease freely and voluntarily. This Lease contains the complete understanding of the parties with respect to u the subject matter hereof. All prior understandings and agreements, oral or written, heretofore made between the parties M 0 and /or between Lessee and the previous owner of the leased property and landlord of Lessee are merged in this Lease, which alone, fully and completely expresses the agreement between Lessee and Lessor LO CD with respect to the subject matter hereof. No modification, waiver CN LO or amendment of this Lease or any of its conditions or provisions W J W u 9 Form 225 - 080 -03 00C - 0003 07/94 shall be binding upon Lessor or Lessee unless in writing and signed by both such parties. d. Lessee shall not sublet the leased property or any part thereof, nor assign this Lease, without the prior consent in writing of Lessor, this Lease being executed by Lessor upon the credit and reputation of Lessee. Acceptance by Lessor of rental from a third party shall not be considered as an assignment or sublease. e. Lessee shall be solely responsible for all bills for electricity, lighting, power, gas, water, telephone and telegraph services, or any other utility or service used on the land. f. This Agreement shall be governed by the laws of the State of Florida, and any applicable laws of the United States of America. g. All notices to Lessor shall be sent to the address for rent payments and all notices to Lessee shall be sent to the property address. 10 Form 225 - 080 -03 OOC - 0003 07/94 IN WITNESS WHEREOF, the parties hereto have caused these presents to be executed, the day and year first above written. APPROVED AS TO FORM, AND LEGALITY: Di�pf ict Gefnerlal CbuAse D. Michael /Schloss STATE OF FLORIDA TMENT OF TRA 7J j2s N - LES R By: W r) tric cretary e Abreu DA TE: J 2Z ATTEST: SEAL Executive ecretary Margaret Higgins By: LESSEE: ONROE COUNTY, 91 +S FLORIDA TITLE: Chairman of the Board DAMff U 1CMyMGA Clerk ATTEST: S 4 ell - 617 TITLE: Clerk of the Board APPROVED AS TO FORM, AND LEGAL SUFFICIENCY By: torney's Office Date: 31/ 11 E X H I B I T "A" D. O. T PARCEL 6 0 5 6 DOT PARCEL 6056 LEESSEE Monroe County W.P.I. NO. 6116663 STATE /JOB NO. 90060, Sheet 26 of 32 F.A.P. NO. N/A STATE ROAD NO. 5, Bayside COUNTY /KEY Monroe, Upper Matecumbe Key, MM 82 SECTION, TOWNSHIP AND RANGE Section 28, Township 63 South, Range 37 East D E S C R I P T I O N: The following is the description of a parcel of land leased by Monroe County, Florida from the D.O.T of The State of Florida. That part of section 28, Township 63 South,Range 37 East, Upper Matecumbe, Monroe County,' Florida, shown as "NOT PART. OF THIS PLAT ", as shown on the Plat of Stratton's Subdivision as recorded in Plat Book 2 at Page 38 in the Public Records of Monroe County being more particular described as follows: Begin at the intersection of North Line of Government Lot 4 of said Section 28 with the North R/W Line of U. S. 1, thence run Westerly along the North R/W Line a distance of 493.97 feet; thence at Right Angles to the last described course a distance of 100 feet; thence Easterly, Right Angles to the last described course a distance of 389.41 feet to a Point on the North Line of said Government Lot 4; thence Easterly along the North Line of said Lot 4 a distance of 144.68 feet to the Point of Beginning. The foregoing containing 44,192 SO.FT.(1.02 Acres) more or less. NOTE: Subject to restrictions, reservations, conditions and easements of record, any utilities remaining in place and in use, if any. This property cannot be used for outdoor advertising purposes. Following is a disrcription of a portion of property to be subleased by the Islamorada Chamber of Commerce: That part of Section 28, Township 63 South, Range 37 East, Upper Matecumbe, Monroe County, Florida, shown as "NOT PART OF THIS PLAT ", as shown on the Plat of Stratton's Subdivision as recorded in Plat Book 2 at Page 38 in the Public Records of Monroe County being more particular described as follows: Begin at the intersection of the North Line of Government Lot 4 of said Section 28 with the North R/W Line of U. S. 1; thence run Westerly along the North R/W Line a distance of 150.00 feet to the Point of Beginning; thence continuing Westerly along the North R/W line a distance of 343.97 feet; thence at Right Angles to the last described course a distance of 100 feet; thence Easterly at Right Angles of the last described course a distance of 239.41 feet; thence run North 89 Degrees 51' 49" East for a distance of 144.68 feeet to the Point of Beginning. The foregoing containing 29,192 SQ.FT.(0.6702 Acres) more or less. Included in the above described parcel of land is a portion of land known as "TRACT A" the descriptions and restrictions are more particularly described as follows: Begin at the intersection of North Line of Government Lot 4 of said Section 28 with the North R/W Line of U. S. 1, thence run Westerly along the North R/W line a distance of 150.00 feet to the Point of Beginning; thence continuing Westerly along the North R/W line a distance of 28.93 feet; thence run South 89 Degrees 51' 49" West for a distance of 39.96 feet; thence run North 43 Degrees 51' 34" west for a distance of 27.68 feet; thence run North 89 Degrees 51' 49" East for a distance of 80.00 feet to the Point of Beginning. The foregoing containing 1,200 SQ.FT.(0.0275 Acres) more or less. NOTE: The following restrictions apply to the foregoing description known as "TRACT A ". Lessee, its assigns, successors or sublessees, are prohibited from clearing, altering or engaging in any development activity within the area described as "TRACT A ". It is the intent of this prohibition to preserve the vegetated area located within TRACT A so as to serve as a natural buffer between the leased premises and the adjoining parcel. w � T S3_x1T Y.7.rtrLn � AA— — — — - i � N J a �J C � J U w k M C C r � � Da 7 dfry 0 Za � Z a a ? } n^ t \ Y b\ z W W £ J` J W a _ J r r o r z -s G r � T S3_x1T Y.7.rtrLn � AA— — — — - i � �6Z J � J U w J a 2 a uI� r 1, IV sti•o n u w 0 W —r C ! W J r & X _ w 0 O' tu J [a O in r d a r+. R� J 0 0 T r J r P 3 J J W 9Q Y Y 0 z o W Z W y � W � TY � V 1 < � W ~ T p/ O W UQ Q uc. w ! >< o z o 0 �. 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M6M ofO 11"1 Y ■ rrrrwOwbR rrr rf r� r O w' ■MO r_y ii w r a M tw r N w y D r tC < r �C R R r O R d n b 01 r O •O M b CO R e wrl• RCT r m R r. s r r1eG a Ro e M w r rfYr er r r' n g O r 0 tv ` A w w O 1 S r t< M • to r • 1+. w r r " n R. + R R p _H R 8 b O 01 .0 tC ^o�C r 6NCb IOw'w■ C M1 A� 1•Ip �•a w RS? c r w d •q aO b�WMrMR w n»1 . rrr n Rtt oorrr nr �R O�i�� 0 wwrMdMr Cr rt It �o Zee rtY e o 0 = v b V6a�b e w O r n, O r e R 6 Y R W 41 p e hC a r e A 1r1 r O ■1 = n r .c a O R t < •• + w 7 r h p t r w �Y M rO� rt w w r S ao- w ° wf r + 1 Y to q e b96A d w K r 2 �.°. e 1 v 1 � c _ 0 U N O a LL w ui to N tU J c to t m 1 " Lessee: Monroe County W.P.I. No.: 6116663 Sect/Job No: 90060 SR No.: 5, (US 1 Bayside) Parcel No.: 6056 Addendum to Lease Agreement Revision of Leased Area This Agreement made this — day of A AC 2005, is an Addendum to the Lease Agreement dated 24 May 1995 bWveen the STATE OF FLORIDA DEPARTRMENT OF TRANSPORTATION, (hereinafter referred to as the Department/Lessor), and MONROE COUNTY, FLORIDA (hereinafter called the County/Lessee), WHEREAS the Department granted the County a lease dated 24 May 1995 for a parcel of land known as DOT Parcel 6056, and described in Exhibit "A" to the said Lease Agreement, containing 44,192 square feet. The purpose of the agreement is to modify the land area covered by the said Lease Agreement by excluding Parcel No. 6057 (RWMS No. 522) containing 15,000 square feet as described in the attached Legal Description and sketch, shown as Exhibit "A ". The County agrees hereby to exclude Parcel 6057 as described in Exhibit "A" as of the date of this agreement. All other terms and conditions of the Lease Agreement dated 24 May 1995 shall remain unchanged and in 41 effect. IN WITNESS WHEREOF, the parties have caused this Addendum Agreement to be executed on this /p of A 2005. Monroe County, Florida Lessee: • ���1 By; Ch ar*.afthe Board t\ Att t:; a C Tit]6 "A- KOLHAGE, Clerk Lega view: u ne tt , Esq. Assistant County Attorney to the Lease State of Florida Departme�' of Transportation: Lessor By: _ Di rict Secr tary Jo h Martinez, P.E. Attest Margaret Higgins Executive Secretary 4 L� J eview: D. Michael Schloss, Esq. District General Counsel EXHIBIT "A" LEGAL DESCRIPTION A parcel of land situate in Section 28, Township 63 South, Range 37 East, on Upper Matecumbe, Monroe County, Florida, being a portion of a tract of land which is designated as "Not a part of the plat" as shown on the plat of STRATTONS SUBDIVISION, as recorded in Plat Book 2 at Page 38 of the public records of Monroe County, Florida, being more particularly described as follows: Beginning at the intersection of the North line of Government Lot 4 of said Section 28, with the Northwesterly Right —of —Way Line of the Overseas Highway (State Highway No. 5) as shown on said plat; thence run S 46'08'26" W for a distance of 150.00 feet; thence run S 89'51'49" W for a distance of 144.68 feet; thence run N 46'08'26 "E along the Southeasterly line of a parcel of land described in Official Records Book 1224 at Pages 1484 -1485 for a distance of 150.00 feet to a point on the North line of said Government Lot 4; thence run N 89'51'49" E along said North Line of Government Lot 4; for a distance of 144.68 feet to the Point of Beginning. Containing 15,000 Square Feet, (0.3444 Acres), more or less. Note: The bearing base for the above description is S. 46'08'26" W. as shown on Florida Department of Transportation Right of Way Map for State Road No. 5, Section 90060, Sheet No. 25 of 32. JOB OK04275 CERTIFIED FOR SPECIAL PURPOSE SURVEY I HEREBY CERTIFY THAT THIS SURVEY MEETS THE MINIMUM TECHNICAL STANDARDS AS SET FORTH BY THE FLORIDA BOARD OF PROFESSIONAL SURVEYORS AND MAPPERS IN CHAPTER 61G17 -6, FLORIDA ADMINISTRATIVE CODE, PURSUANT TO SECTION 472.027, FLORIDA STATUTES. LAWRENCE P. FRANK, P.L.S. #4619 DATE: Phone (305) 664 -0764 FAX (305) 664 -0816 83266 OVERSEAS HIGHWAY, SUITE 500, ISLAMORADA, FLORIDA 33036 Florida Department of Transportation, District VI Item /Segment No. Section Job No.: State Road No.: County. Parcel No.: 4152302 99006 -2590 5, (U.S. 1) Monroe 6057 (RWMS. 522) Sheet 1 of 2 Packet Pg. 1058 EXHIBIT "A" SKETCH OF LEGAL DESCRIPTION Note: The bearing base for the above description is S. 46'08'26" W. as shown on Florida Department of Transportation Right of Way Map for State Road No. 5, Section 90060, Sheet No. 25 of 32. NORTH LINE OF GOVERNMENT LOT 4 /— F.I.R. 1/2" LS #1332 O N IP f ro O� ��� POINT OF BEGINNING i MIN 5� N89'51'49 "E 144.68' F.I.P. S89 '51'49 "W 144.68' li 1/2- 3 F.I.R. 1/2 "/ y � LS X1332 r #5263 (^1 / ✓ N i / SCALE. 1' =4o' 0 ea �el� ABBREVIATION LEGEND 1 F.I.R FOUND IRON ROD, SIZE INDICATED R/W RIGHT —OF —WAY JOB /K04275 PP POWER POLE OHW OVERHFAn unpr CERTIFIED FOR SPECIAL PURPOSE SURVEY I HEREBY CERTIFY THAT THIS SURVEY MEETS THE MINIMUM TECHNICAL STANDARDS AS SET FORTH BY THE FLORIDA BOARD OF PROFESSIONAL SURVEYORS AND MAPPERS IN CHAPTER 61G17 -6, FLORIDA ADMINISTRATIVE CODE, PURSUANT TO SECTION 472.027, FLORIDA STATUTES. LAWRENCE P. FRANK, P.L.S. #4619 DATE: Phone (305) 664 -0764 FAX (305) 664 -0816 83266 OVERSEAS HIGHWAY, SUITE 500, ISLAMORADA, FLORIDA 33036 Florida Department of Transportation, District VI Item /Segment No. Section Job No.: State Road No.: County. Parcel No.: 4152302 99006 -2590 5, (U.S. 1) Monroe 6057 (RWMS. 522) Sheet 2 of Packet Pg. 1059 Doc# 1518402 05/25/2005 8:50AM Filed & Recorded in Official Records of MONROE COUNTY DANNY L. KOLHAGE Doc# 1518402 Bk# 2117 P9# 893 DISCLAIMER KNOW ALL MEN BY THESE PRESENTS THAT: Item/Segment No. Sect/Job No.: State Road No.: Parcel No.: 4152302 90060 -5240 5, US 1 6056 WHEREAS, Monroe County, hereinafter called the County, has an ostensible or apparent interest or record or otherwise in the property hereinafter described, although it claims no actual interest and, WHEREAS, the ostensible or apparent interest of the County has created a cloud on the title of the Department of Transportation, the true owner, and WHEREAS, the County has been asked to clarify the situation: NOW THEREFORE, the County disclaims any and all interests in that particular lease Agreement dated 16"' August 1977 granted to the County by the Florida Department of Transportation for property located in Islamorada, Florida as described in Exhibit "A" of the lease agreement. Such lease agreement expired on 15' August 1992 (15 years) and was recorded in the County of Monroe in Official Records Book 737, Pages 390 -392. By these presents the County asserts and proclaims that it has no interest at all in the aforementioned expired lease agreement. IN WITNESS WHEREOF, the County has caused these presents to be signed in the name of Monroe County, Florida by the Board of County Commissioners of Monroe County by the Chairman of the Board on the 18 day of May, 2005. By: ,{ Z�Z Chairman oft a Board Attest: 1% c . DANNY KOLHAGE Clerk of the Board i � - Florida Department of Transportation JEB BUSH Right of Way Administration GOVERNOR 1000 NW 111` Avenue, Room # 6105B Miami, Florida 33172 March 23, 2005 Suzanne A. Hutton, Esq Assistant County Attorney County of Monroe 310 Fleming Street, Room 29 Key West, Florida 33040 Doca 1518402 Bka 2117 Pga 894 Subject: Disclaimer and Addendum to Leases between Monroe County and FDOT Applicant Item Segment No. Sect/Job No. Federal Job No. State Road No. County Parcel No. Dear Ms. Hutton: Patric & Melinda Sheldon 2502681 90060 -2517 N/A 5, (US 1, Bayside) Monroe, Islamorada MM 82.5 6056 (and 6057 — the Sheldon Parcel) JOSE ABREU SECRETARY This is to confirm our brief telephone conversation several weeks ago regarding the two leases granted to Monroe County by the Florida Department of Transportation in 1977 and 1995 for a parcel of land at MM 82.5 used by the Islamorada Chamber of Commerce. The first lease agreement was granted to Monroe County in 1977 for a 15 year period for a parcel of land known as part Parcel No.2 comprising 44,192 sq.ft.. The lease covered the area where the caboose is located and also includes an area to the East, abutting property owned by the Sheldons, (now known as Parcel 6057, containing 15,000 sq.ft.) The lease agreement was recorded by the County at OR Book 737, Pages 390 -392. A three year extension was requested by the County but it was not formalized. The recorded lease agreement, although it has expired, creates a cloud on the title. I propose therefore that the county execute and record a Disclaimer or a Quitclaim Deed, releasing any interest it did have in the expired lease agreement. This will enable us to clear any cloud on the title and proceed with the sale of Parcel 6057 to the Sheldons'. www.dot.state.ffus ® RE Packet Pg. 1061 Doea 1518402 Bkp 2117 P9a 895 Suzanne A. Hutton, Esq Assistant County Attorney Page 2 Subject: Disclaimer and Addendum to Leases between Monroe County and FDOT Following expiry of the 1977 lease the FDOT granted the County another lease dated 24 May 1995 for a 30 year term for $1.00 per annum, with 30 days notice by either party at any time. At the time negotiations were in progress for the 1995 lease the FDOT and the County agreed to exclude Parcel 6057, (abutting the Sheldon property), from the new lease. The attached letter from Alberto Villareal to you dated February 23, 1995, confirms our intentions. Prior to the FDOT's discussions with the County the Department had discussed and agreed with the Islamorada Chamber of Commerce to exclude this parcel from the new lease, in view of the Sheldons' claim to access /aggress over this parcel to US 1. Neither the County nor the Chamber makes us of this parcel. The Chamber agreed to this reduction as evidenced by the lesser area in the sublease, 29,129 sq.ft. However, at the time the 1995 lease agreement to Monroe County lease was executed the original legal description containing an area of 44,192 sq.ft. was inadvertently used again as Exhibit "A" to the document. We now need to correct this, by way of an Addendum to the Lease Agreement reducing the current legal description by the area comprising Parcel 6057, (15,000 sq.ft.) which will then be conveyed to the Sheldons. I will send both the Disclaimer and Addendum to Lease Agreement to you by e -mail in case you wish to make any changes. Would you please review the solutions suggested above, the documents attached and call me, if you have any questions. Mr. Sheldon and the Department have agreed on a price and all the other formalities are concluded. As soon as the releases from the County are resolved the Department can close this parcel with the Sheldons'. I am also sending you a FDOT Right of Way Map with the areas shown for reference. I would appreciate your attention to the foregoing, please. Since ly, W. . R en, R.P.A. Prope Management (305) 470 5236 Sheldon Monroe Cty ltr 2 MONROE COUNTY OFFICIAL RECORDS