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Resolution 218-2018 RESOLUTION NO. 218- 2018 A RESOLUTION BY THE BOARD OF COUNTY COMMISSIONERS OF MONROE COUNTY, FLORIDA, APPROVING A TWO (2) YEAR LAND LEASE AGREEMENT BETWEEN THE BOARD OF COUNTY COMMISSIONERS OF MONROE COUNTY, FLORIDA AND THE MONROE COUNTY LONG TERM RECOVERY GROUP, INC. ( "LTRG "), A NOT FOR PROFIT ORGANIZATION, TO LEASE VACANT COUNTY - OWNED LAND, LOCATED AT 30320 OVERSEAS HIGHWAY, BIG PINE KEY, FLORIDA TO PROVIDE TEMPORARY HOUSING FOR DISASTER RELIEF WORKERS ASSIGNED TO ASSIST WITH RECOVERING FROM HURRICANE IRMA; AND PROVIDING AN EFFECTIVE DATE. WHEREAS, Section 125.38, Florida Statutes, authorizes not for profit organizations organized for the purposes of promoting community interest and welfare who desire the use of real property owned by the County or its board of county commissioners that is not needed for other County purposes, to apply to the board of county commissioners to lease such property; and WHEREAS, if the Board is satisfied the desired property is required for such use and is not needed for other purposes, the County may, by duly adopted resolution of the Board, lease the property to the not for profit organization at a fixed price, whether nominal or otherwise, regardless of the value of the property, with no advertisement required; and WHEREAS, pursuant to the F.S. 125.38, the adopted resolution must recite the fact that an application has been made, the purpose for which the leased property is to be used, the rent and terms of the lease; and WHEREAS, in February 2018, the Monroe County Long Term Recovery Group, Inc. ( "LTRG ") was formed to provide coordinated long term disaster recovery services to the citizens of Monroe County, Florida, recovering from the devastating impacts of Hurricane Irma which made landfall in the Florida Keys on September 10, 2017; and WHEREAS, the LTRG is made up of non - profit organizations who have access and are able to receive grants from available Federal and State programs to assist the citizens of Monroe County, Florida, in their long term disaster recovery and rebuilding efforts in a coordinated manner; and WHEREAS, due to the severe shortage of workforce housing throughout Monroe County, and without a centralized location, the LTRG have been limited in their efforts because they have been unable to provide the temporary housing needed for disaster relief workers that otherwise may be available from many not for profit and faith -based organizations across the country; and WHEREAS, the vacant land located at 30320 Overseas Highway, Big Pine Key, Florida, is owned by the County and is not needed for other County purposes at this time; and WHEREAS, on July 18, 2018, the LTRG delivered a detailed presentation to the Board outlining their current efforts and desired goals to more effectively deliver critically needed long term disaster recovery services to the citizens of Monroe County, Florida, recovering from the devastating impacts of Hurricane Irma and requested the County lease the vacant land located at 30320 Overseas Highway, Big Pine Key, Florida, to LTRG to provide the temporary housing needed for long term disaster relief workers and provide a centralized location; and Page 1 of 2 i , WHEREAS, it is the desire of the Board to lease the County -owned property located at 30320 Overseas Highway, Big Pine Key, Florida, which is not currently needed for other County purposes, to LTRG to provide the temporary housing for disaster relief workers to deliver long term disaster recovery services to citizens of Monroe County, Florida, who are still recovering from the devastating impacts of Hurricane Irma; and WHEREAS, the Land Lease Agreement, attached hereto and made a part of this Resolution as "Exhibit A ", leases the property located at 30320 Overseas Highway, Big Pine Key, Florida, to LTRG for a period of two (2) years at the rate of ten dollars ($10) per term, plus applicable sales tax, commencing August 15, 2018, and terminating on August 14, 2020, with an option to renew for two (2) additional one -year terms; NOW THEREFORE, BE IT RESOLVED BY THE BOARD OF COUNTY COMMISSIONERS OF MONROE COUNTY, FLORIDA: Section 1. The Board hereby adopts the foregoing as findings of fact. Section 2. The Board approves the Land Lease Agreement between the Board of County Commissioners of Monroe County, Florida, and the Monroe County Long Term Recovery Group, Inc., attached hereto and made a part of this Resolution as "Exhibit A ", to provide temporary housing for long term disaster recovery services to citizens of Monroe County, Florida, recovering from the devastating impacts of Hurricane Irma. Section 3. The Board hereby directs the Clerk to transmit a certified copy of this resolution to Stephanie Kaple, Chair, Monroe County Long Term Recovery Group, Inc., P. O. Box 4767, Key West, Florida 33041. Section 4. This resolution shall become effective upon adoption. PASSED AND ADOPTED by the Board of County Commission of Mojoe County, Florida at a regular meeting held on the 15 day of August, 2018.. m Mayor David Rice Yes r. '): +„ i Mayor Pro Tem Sylvia Murphy Yes c. ; PO , ;.4 1 4 i . Commissioner Danny Kolhage Yes ;t% C Commissioner George Neugent Yes c fil • x -p Commissioner Heather Carruthers Yes --i ci YAW ) , \% _, G CA BOARD OF COUNTY COMMISSIONERS %, 2 ..; _ iVIN MADOK, CLERK OF MONROE OUN 1 FLORIDA 4. By: R, / . / By: j, , , Deputy Clerk Mayor David Rice MONROE COUNTY ATTORNEY'S OFFICE e APpROVED,AS TO F 3104) PATRICIA EABLES ASSISTANT COUNTY _ATT RNEY DATE: 9- l41 ` Page 2 of 2 LAND LEASE AGREEMENT MONROE COUNTY LONG TERM RECOVERY GROUP, INC. THIS LEASE AGREEMENT is made and entered into this August 15, 2018, by and between MONROE COUNTY, a political subdivision of the State of Florida, whose address is 1100 Simonton Street, Key West, Florida 33040 ( "Lessor "), and MONROE COUNTY LONG TERM RECOVERY GROUP, INC., a non - profit corporation of the State of Florida, whose principal address is P. O. Box 4767, Key West, Florida, 33041 ( "Lessee" / "Long Term Recovery Group "). WHEREAS, Monroe County in 2004 purchased and now owns the property located at 30320 Overseas Highway, Big Pine Key, Florida ( "Premises "); and WHEREAS, the Lessee desires to use the Premises for its primary purpose of providing recovery services to individuals and families affected by disasters in the Florida Keys Community; and WHEREAS, the Lessor has determined that the availability of affordable housing for persons in the work force is critically low in Monroe County; and WHEREAS, Lessee's mission includes providing temporary housing facilities for relief workers coordinated by the Long Term Recovery Group providing services to the Florida Keys community after a disaster; and WHEREAS, the parties recognize that a primary purpose of the County acquiring the Premises was to be able to use the Premises for the staging of pre- disaster and post- disaster operations; and WHEREAS, the County finds that the best interests of the citizens of the Florida Keys are served by the placement of temporary housing facilities, including but not limited to, recreational vehicles, modular units, trailers, fold out shelters, and site built structures, to be used as sheltering units for the relief workers at the Premises; and WHEREAS, the parties desire to enter into this Land Lease Agreement ( "Lease ") for the Premises for the purposes as set forth herein; and NOW, THEREFORE, IN CONSIDERATION of the mutual promises and covenants set forth below, the parties agree as follows: 1. Premises. The Lessor does hereby lease to Lessee and Lessee leases from the Lessor, the undeveloped land only at 30320 Overseas Highway, Big Pine Key, Florida, 33043 ( "Exhibit A "), a copy of which is attached hereto and made a part hereof. This Lease is subject to that certain Easement as set forth in a Special 1 = Warranty Deed dated August 27, 1990, and recorded in Official Records Book 1142, at Page 1544 of the Public Records of Monroe County, Florida, as indicated on Exhibit "A" to this Lease. 2. Term and Effective Date. Subject to and upon the terms and conditions set forth herein, this Lease shall continue in full force and effect for a term of two (2) years commencing as of August 15, 2018, and terminating on August 14, 2020. Lessee shall have an option, at Lessor's discretion, to renew for two additional one- year terms as set forth in paragraph 3 herein. 3. Extension Period. Lessee may be granted two (2) additional one (1) year renewal terms, conditioned upon satisfactory compliance with the terms of this Lease as a prerequisite to exercising any option to renew. Lessee may, at least sixty (60) days prior to the expiration of this Lease, request in writing, that Lessor renew the Lease, under the same terms and conditions, for an additional Term of not more than one (1) year for each renewal ( "Extension Period "). 4. Rent. Lessee shall pay the Lessor the sum of Ten Dollars ($10.00) per Term, plus applicable sales tax, due on the first day of each Term, including any extension periods, payable in advance and remitted to Monroe County Clerk's Office, 500 Whitehead Street, Key West, Florida 33040. 5. Taxes. The Lessee shall pay all taxes and assessments, if any, including any sales or use tax, levied by any governmental agency with respect to the Lessee's operations on the Premises. 6. Insurance. Prior to commencement of work governed by this contract (including the pre - staging of any personnel and temporary housing facilities), Lessee shall obtain, at Lessee's own expense, insurance as specified in Exhibit `B" attached hereto and made a part hereof. Lessee shall provide to the Lessor, as satisfactory evidence of the required insurance, either (1) a Certificate of Insurance or, (2) a Certified copy of the actual insurance policy. The Lessor, at its sole option, has the right to request a certified copy of any or all insurance policies required by this Lease. All insurance policies must specify that they are not subject to cancellation, non - renewal, material change, or reduction in coverage unless a minimum of thirty (30) days prior notification is given to the Lessor by the insurer. The acceptance and/or approval of Lessee's insurance shall not be construed as relieving Lessee from any liability or obligation assumed under this contract or imposed by law. The Monroe County Board of County Commissioners, its employees and officials shall be included as "Additional Insured" on all policies, except for Worker's Compensation. The All Risk Property Insurance, as shown in Exhibit `B" attached hereto, will not be required until some type of temporary housing facilities or structures are actually placed on the Premises, if a Waiver of Insurance form is properly submitted and approved by the Monroe County Risk Administrator. The All Risk Property 2 Insurance must be in place, however, prior to any type of structure being delivered to the Premises. If the insurance policies originally purchased which meet the requirements of this Lease are cancelled, terminated, or reduced in coverage, then the Lessee shall immediately substitute complying policies so that no gap in coverage occurs. Copies of current policy certificates shall be filed with the Monroe County Risk Department whenever acquired, amended, and annually during the term of this Lease. 7. Utilities. Lessee shall be responsible for paying any and all costs of utilities, including any development fees, connection fees and/or lines associated with connection to any of the utility services, and monthly utility fees, such as water, electric, sewer, solid waste, telephone, or cable. If any additional infrastructure is required for any such utilities, Lessee shall be responsible for payment of all costs or fees associated thereto. 8. Mechanic's Liens. The Lessee shall not permit any mechanic's lien or liens to be placed on the Premises or on improvements thereon. If a mechanic's lien is filed, it shall be the sole responsibility of the Lessee or its officer, employee, agent, contractor, or other representative causing the lien to be filed to discharge the lien and to hold harmless and defend Monroe County against enforcement of such lien. Pursuant to Section 713.23, Fla. Stat., the liens authorized in Ch. 713, Fla. Stat. does not apply to the Lessor. 9. Records — Access and Audits. The Lessee shall maintain all books, records, and documents directly pertinent to performance under this Agreement in accordance with generally accepted accounting principles consistently applied and maintain such records for a period of four (4) years after termination of this Lease. The Lessor, its officers, employees, agents, and contractors shall have access to the Lessee's books, records, and documents related to this Lease upon request. The access to the inspection of such books, records, and documents by the Lessor shall occur at any reasonable time. 10. Relationship of Parties. The Lessee is, and shall be an independent contractor and not an agent or servant of the Lessor. The Lessee shall exercise control, direction, and supervision over the means and manner that its personnel, relief workers, and volunteers perform the work for which purpose this lease is entered. The Lessee shall have no authority whatsoever to act on behalf and /or as agent for the Lessor in any promise, lease, or representation other than specifically provided for in this Lease. The Lessor shall at no time be legally responsible for any negligence on the part of the Lessee, its employees, agents, relief workers, or volunteers resulting in either bodily or personal injury or property damage to any individual, property, or corporation. 11. Termination. This Lease may be terminated at the discretion of the Lessor in the following circumstances: A. Lessee fails to pay the rent when due; B. Lessee fails to obtain the insurance required under this Lease or allows the required insurance coverage to lapse or fall below the minimum required; C. Lessee otherwise breaches the terms of this Lease. D. Lessor may terminate this Lease upon giving sixty (60) days' prior written notice to the Lessee. 3 Unless the Lessor has accepted in writing a delay in performance of duties, the failure to perform said duties shall constitute a default under the terms of this Lease. In the case of default/breach, the County Administrator or his designee shall first give Lessee a written notification stating the default/breach and that Lessee has seven (7) days to correct the default/breach. if the Lessee has not corrected the default/breach at the end of the seven (7) days, then the Lessor may terminate the Lease in its discretion. If it shall be necessary to employ the services of an attorney in order to enforce its rights under this Lease, the Lessor shall be entitled to reasonable attorney's fees. Waiver of a default in any particular month shall not bind the Lessor to forego the provisions of this paragraph and any subsequent default shall be grounds for termination. 12. Use and Conditions. A. The Premises shall be used solely for the purposes of conducting the Lessee's activities related to providing recovery services to individuals and families affected by disasters in the Florida Keys, including the provision of affordable housing for relief workers coordinated by the Long Term Recovery Group, who may be providing services for Lessee. B. Lessee may use exterior utility connections such as water, electricity, and any other utilities currently located on the Premises. Lessee shall be responsible for the cost of such utilities as set forth in paragraph 7 of this Lease. C. Lessee may place only temporary housing facilities to be used as sheltering units, on the Premises that are in compliance with all rules and regulations of Monroe County, including but not limited to, recreational vehicles, modular units, trailers, fold out shelters, and site built structures, on an as needed basis. Lessee will advise Lessor when such placement or removal will occur. D. Lessee will further use and occupy the Premises in a careful and proper manner, and not commit any waste thereon. The Lessee shall 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, shall strictly comply with all federal, state, and local laws. Lessee shall not use or occupy the Premises for any unlawful purpose and will, at the Lessee'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 the Premises. E. Lessee shall be solely responsible for operating and maintaining the Premises, including all utilities, security, enforcement of rules and regulations, programs, transportation, and any and all other aspects of operations. F. During the Term of this Lease, Lessee shall annually provide Lessor with a Summary of Activities Report which details actions taken to support recovery in Monroe County. A statistical analysis should be incorporated which details number of families served, number of relief worker hours contributed, and resources distributed. G. If the Premises are used for any other purpose, without the Lessor Administrator's prior written consent, the Lessor shall have the option of immediately terminating this Lease. The Lessee shall not permit any use of the Premises in any manner that would obstruct or interfere with any Lessor functions and duties. Further, the Lessee shall not sublease any space or antenna use to any other entity. H. The Lessee acknowledges -that the Premises contain soil contamination. The Lessee accepts the property in its "AS IS" condition. The Lessee does hereby 4 accept the leased Premises as now being in fit and tenantable condition for all purposes of the Lessee. I. No structure or improvements of any kind, whether temporary or permanent, shall be placed upon the land without prior approval in writing by the Monroe County Administrator. J. Lessee shall preform, at its sole expense, all work required in the preparation of the Premises hereby used for occupancy by the Lessee, except as otherwise provided in this Lease. K. Lessor reserves the right to inspect the leased area and to require whatever adjustment to structures or improvements that Lessor, in its sole discretion, deems necessary. Any adjustments shall be done at the Lessee's sole cost and expense. L. Signage of any type shall comply with the County's sign regulations. M. At any time that the Premises are needed by the Lessor for pre - disaster and/or post- disaster staging operations, Lessee shall accommodate Lessor to the fullest degree possible. This shall include, when necessary, but not limited to, cessation of the Long Term Recovery Group's activities and purposes, as fully as possible to accommodate storage of materials by Lessor, and the like. 13. Lessee Covenants. Lessee covenants and agrees as follows: A. Lessee will vacate the structures and the Premises on or before August 14, 2020, unless it exercises its option to renew this Lease. B. To maintain the grounds of the Premises including but not limited to; mowing, weeding, trimming of plants and trees, and trash removal. C. Lessee will limit access to the Premises to staff, employees, registered relief workers, volunteers, or any others authorized by a staff member of the Lessee. D. Lessee may allow limited access by the public for the purpose of processing the donation of an approved temporary housing facility /structure. Any member of the public making such a donation will be accompanied on the Premises by a staff member of the Lessee. E. Lessee will provide restroom facilities on the Premises for the use of the staff, employees, registered relief workers, volunteers, and any others authorized by a staff member of the Lessee. F. Lessee shall maintain any and all appropriate Federal, State, County, or City occupational license during the period of this lease. G. Lessee agrees to keep the leased Premises in a safe, clean, and well - maintained order at no expense to the Lessor. This provision is to be monitored by the Director of Facilities or his representative. H. Lessee agrees to operate its business in a business like manner. 14. Lessor Covenants. In connection with the above demised Premises, the Lessor covenants with the Lessee that conditioned upon Lessee's performance and observance of Lessee's covenants herein, Lessee shall have quiet enjoyment and peaceable possession of the Premises during the term of this Lease. In the event the Monroe County BOCC elects to maintain and/or use the Premises in any manner in the vicinity of the leasehold herein, either by necessity, or by choice, such activity will not be considered as a breach of any covenant of this Lease. Lessor further covenants and agrees as follows: A. Monroe County Director of Facilities, or his representative, will secure the Premises on August 15, 2020, unless the Lessee exercises any extension period pursuant to the terms of this Lease. 5 B. Lessor shall provide to Lessee access to the secured Premises for the purpose of evaluating the condition and status of any existing utility services for the repair or replacement of the existing utilities by the Lessee. 15. Maintenance and Condition of the Premises. During the term of this Lease, Lessee is responsible for all maintenance and repairs, including major repairs. Lessee must keep the Premises in good order and condition. Lessee must promptly repair damage to the Premises. At the end of the term of this Lease, the Lessee must surrender the Premises to the Lessor in the same good order and condition as the Premises were on the commencement of the term, normal wear and tear excepted. The Lessee shall not commit waste on the Premises, nor maintain or permit a nuisance on the Premises. After termination or expiration of this Lease, the Lessee shall pay the Lessor the cost of any repairs and clean-up necessary to restore the Premises to its condition at the commencement of the Lease. 16. Assignment. Lessee may not assign this Lease or assign or subcontract any of its obligations under this Lease without the prior written approval of the Monroe County BOCC. All the obligations of this Lease will extend to and bind the legal representatives, successors, and assigns of the Lessee and the Lessor. 17. Subordination. This Lease is subordinate to the laws and regulations of the United States, the State of Florida, and Monroe County, whether in effect on commencement of this Lease or adopted after that date. 18. Licenses. Lessee shall be responsible for and provide all licenses required by all local, state, and federal agencies. 19. Cessation of Long Term Recovery Group Operations. Upon the natural expiration or early termination of this Lease, the operation of a temporary housing facility shall immediately be ceased and all improvements, equipment, and other personalty of the Lessee, its officers, staff, employees, agents, relief workers, volunteers, and invitees shall immediately be removed from the Premises. Any damage to the Premises which has occurred due to the use contemplated under this Lease shall be immediately repaired and the Premises restored to its original condition, unless the parties agree at the cessation of operations that the Premises need not be repaired or restored due to other benefits installed by Lessee during the Term of this Lease. Should the Lessee determine to cease operation prior to natural termination of this Lease, the Lessee shall give Lessor prior written notice of such intended cessation sixty (60) days before the effective date of the cessation of operation. 20. Premises to be Used for Lawful Purposes. It is expressly covenanted between the parties hereto that the Lessee will not use, suffer nor permit any person to use in any manner whatsoever the leasehold property, nor any portion thereof, for purposes calculated to injure the reputation of the leasehold property or of the neighboring property, nor for any purpose or use in violation of the laws of the Untied States, or of the State of Florida, or of the Ordinances of Monroe County, Florida. Lessee will keep and save the Lessor forever harmless from any penalty or damage or charges imposed for any violation of any of said laws, whether occasioned by neglect of Lessee and Lessee will indemnify and save and keep harmless the Lessor against and from any loss, cost, damage, and expense arising out of any accident or other occurrence, causing injury to any person or property whomsoever or whatsoever, and 6 due directly or indirectly to the use of the leasehold Premises or any part thereof by Lessee. 21. Limitation of Lessor's Liability. It is further agreed that in no case shall the Lessor herein be liable, under any express or implied covenants in the Lease, for any damages whatsoever to the Lessee beyond the rent reserved by the Lease accruing, for the act, or breach of covenant, for which damages may be sought to be recovered against said Lessor, and that in the event said Lessee shall be ousted from the possession of said property by reason of any defect in the title of said Lessor or said Lessor's authority to make this Lease, said Lessee shall not be required to pay rent under this Lease while it is so deprived of said property, and that said Lessor shall not incur any liability as a result of such ouster. 22. No Waiver of Breach. It is further mutually covenanted and agreed between the parties hereto that no waiver of a breach of any of the covenants of this Lease shall be construed to be a waiver of any succeeding breach of the same covenant. 23. Rules and Regulations. A. COMPLIANCE. Lessee shall comply with all reasonable rules and regulations with respect to use of the Premises, as the same may be amended from time to time, all additional laws, statutes, ordinances, regulations, and rules of the federal, state, and county governments, and any and all plans and programs developed in compliance therewith, which may be applicable to its operations, including specifically, without limiting the generality thereof, federal safety laws and regulations, and federal, state, and county environmental, hazardous waste and materials and natural resources laws, regulations, and permits. B. VIOLATIONS. Lessee agrees to pay on behalf of the Lessor any penalty, assessment, or fine, issued against the Lessor, or to defend in the name of the Lessor any claim, assessment, or civil action, which may be presented or initiated by any agency or office of the federal, state, or county governments, based in whole or substantial part upon a claim or allegation that Lessee, its agents, employees, or invitees have violated any law, ordinance, regulation, rule, or directives described in 23(A) above. 24. County's Right of Entry. The Lessor reserves the right hereunder to enter upon the Premises at any reasonable time during normal operating hours for the purpose of inspecting said Premises to determine whether Lessee has complied and is complying with the terms and conditions of this Lease. The Lessee hereby agrees to keep the Premises at all times in a clean and sanitary condition, and not to maintain or keep upon said Premises any properties or equipment not used in connection with the operation of said business, unless authorized by the Lessor to do so. 25. Leasehold Improvements. The Lessee agrees not to make any alterations to said Premises, without first obtaining written consent of the Lessor to do so. Such alterations shall be based on plans approved by the Monroe County Administrator and shall be subject to all State and County code provisions governing construction. Lessee shall be responsible for obtaining any permits required by any governmental agency. All site improvements shall be pre- approved by the Monroe County Board of County Commissioners. 26. Responsibility for Property on Leasehold. All property of any kind that may be on the Premises during the term of this Lease shall be at the sole risk of the Lessee. 7 The Lessor shall not be liable to the Lessee or any other person for any injury, loss, or damage to property or person on the Premises. 27. Damage to Leasehold. In the event that the demised Premises, or a major part thereof, are destroyed by fire, storm, or any other casualty, the Lessor at its option may forthwith repair the damage to the Premises and any structures located thereon at its own cost and expense. The rental thereon shall cease until the completion of such repairs. If Lessor exercises its option to repair the Premises, Lessee agrees to assign its right to the insurance proceeds to the Lessor. 28. Rights Reserved. Rights not specifically granted to Lessee by this Lease are reserved to the Lessor. 29. Indemnification / Hold Harmless. The Lessee covenants and agrees to defend, indemnify and hold harmless Monroe County Board of County Commissioners, and its elected and appointed officers, officials, agents, servants, and employees from any and all claims, demands, or causes of action for bodily injury (including death), personal injury, and property damage (including property owned by Monroe County) and any other losses, damages, costs, penalties, and expenses (including attorney's fees) which arise out of, in connection with, or by reason of the Lessee utilizing the property governed by this lease /rental agreement: The extent of liability is in no way limited to, reduced, or lessened by the insurance requirements contained elsewhere within this agreement. 30. Governing Law, Venue, and Interpretation: This Lease shall be governed by and construed in accordance with the laws of the State of Florida applicable to contracts made and to be performed entirely in the State. In the event that any cause of action or administrative proceeding is instituted for the enforcement or interpretation of this Lease, 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 Lease by or between any of them the issue shall be submitted to mediation prior to the institution of any other administrative or legal proceeding. 31. Entire Agreement. This writing embodies the entire agreement and understanding between the parties hereto, and there are no other agreements and understandings, oral or written, with reference to the subject matter hereof that are not merged herein and superseded hereby. Any amendment to this Lease shall be in writing, approved by the Board of County Commissioners, and signed by both parties before it becomes effective. 32. Severability. If any term, covenant, condition, or provision of this Lease (or the application thereof to any circumstance or person) shall be declared invalid or unenforceable to any extent by a court of competent jurisdiction, the remaining terms, covenants, conditions, and provisions of this Lease, shall not be affected thereby; and each remaining term, covenant, condition, and provision of this Lease shall be valid and shall be enforceable to the fullest extent permitted by law unless the enforcement of the remaining terms, covenants, conditions, and provisions of this Lease would prevent the accomplishment of the original intent of this Lease. The Lessor and Lessee agree to reform the Lease to replace any stricken provision with a valid provision that comes as close as possible to the intent of the stricken provision. 8 33. Attorney's Fees and Costs. The Lessor and Lessee agree that in the event any cause of action or administrative proceeding is initiated or defended by any party relative to the enforcement or interpretation of this Agreement, 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, and shall include attorney's fees, courts costs, investigative, and out -of- pocket expenses in appellate proceedings. Mediation proceedings initiated and conducted pursuant to this Lease shall be in accordance with the Florida Rules of Civil Procedure and usual and customary procedures required by the circuit court of Monroe County. 34. Binding Effect. The terms, covenants, conditions, and provisions of this Lease shall bind and inure to the benefit of the Lessor and Lessee and their respective legal representatives, successors, and assigns. 35. Authority. Each party represents and warrants to the other that the execution, delivery and performance of this Lease have been duly authorized by all necessary County and corporate action, as required by law. 36. Claims for Federal or State Aid. Lessor and Lessee agree that each shall be, and is, empowered to apply for, seek, and obtain federal and state funds to further the purpose of this Lease; provided that all applications, requests, grant proposals, and funding solicitations shall be approved by each party prior to submission. 37. Adjudication of Disputes or Disagreements. Lessor and Lessee agree that all disputes and disagreements shall be attempted to be resolved by meet and confer sessions between representatives of each of the parties. If the issue or issues are still not resolved to the satisfaction of the parties, then any party shall have the right to seek such relief or remedy as may be provided by this Lease or by Florida law. 38. Cooperation. In the event any administrative or legal proceeding is instituted against either party relating to the formation, execution, performance, or breach of this Lease, Lessor and Lessee agree to participate, to the extent required by the other party, in all proceedings, hearings, processes, meetings, and other activities related to the substance of this Lease or provision of the services under this Lease. Lessor and Lessee specifically agree that no party to this Lease shall be required to enter into any arbitration proceedings related to this Lease. 39. Nondiscrimination. Lessor and Lessee agree that there will be no discrimination against any person, and it is expressly understood that upon a determination by a court of competent jurisdiction that discrimination has occurred, this Lease automatically terminates without any further action on the part of any party, effective the date of the court order. Lessor and Lessee agree to comply with all Federal and Florida statutes, and all local ordinances, as applicable, relating to nondiscrimination. These include but are not limited to: 1) Title VII of the Civil Rights Act of 1964 (PL 88 -352) which prohibits discrimination in employment on the basis of race, color, religion, sex, and national origin; 2) Title IX of the Education Amendment of 1972, as amended (20 USC ss. 1681 -1683, and 1685- 1686), which prohibits discrimination on the basis of sex; 3) Section 504 of the Rehabilitation Act of 1973, as amended (20 USC s. 794), which prohibits discrimination on the basis of handicaps; 4) The Age Discrimination Act of 1975, as amended (42 USC ss. 6101- 6107) which prohibits discrimination on the basis of age; 5) The Drug Abuse Office and Treatment Act of 1972 (PL 92 -255), as amended, relating to nondiscrimination on the basis of drug 9 • abuse; 6) The Comprehensive Alcohol Abuse and Alcoholism Prevention, Treatment and Rehabilitation Act of 1970 (PL 91 -616), as amended, relating to nondiscrimination on the basis of alcohol abuse or alcoholism; 7) The Public Health Service Act of 1912, ss. 523 and 527 (42 USC ss. 690dd -3 and 290ee -3), as amended, relating to confidentiality of alcohol and drug abuse patient records; 8) Title VIII of the Civil Rights Act of 1968 (42 USC s.3601 et seq.), as amended, relating to nondiscrimination in the sale, rental or financing of housing; 9) The Americans with Disabilities Act of 1990 (42 USC s. 12101 Note), as may be amended from time to time, relating to nondiscrimination on the basis of disability; 10) Monroe County Code, Chapter 14, Article II, which prohibits discrimination on the basis of race, color, sex, religion, disability, national origin, ancestry, sexual orientation, gender identity or expression, familial status or age; 11) Any other nondiscrimination provisions in any Federal or state statutes which may apply to the parties to, or the subject matter of, this Lease. 40. Covenant of No Interest. Lessor and Lessee covenant that neither presently has any interest, and shall not acquire any interest, which would conflict in any manner or degree with its performance under this Lease, and that the only interest of each is to perform and receive benefits as recited in this Lease. 41. Code of Ethics. Lessor agrees that officers and employees of the Lessor recognize and will be required to comply with the standards of conduct for public officers and employees as delineated in Section 112.313, Florida Statutes, regarding, but not limited to, solicitation or acceptance of gifts; doing business with one's agency; unauthorized compensation; misuse of public position, conflicting employment or contractual relationship; and disclosure or use of certain information. 42. No Solicitation/Payment. The Lessor and Lessee warrant that, in respect to itself, it has neither employed nor retained any company or person, other than a bona fide employee working solely for it, to solicit or secure this Lease and that it has not paid or agreed to pay any person, company, corporation, individual, or firm, other than a bona fide employee working solely for it, any fee, commission, percentage, gift, or other consideration contingent upon or resulting from the award or making of this Lease. For the breach or violation of this provision, the Lessee agrees that the Lessor shall have the right to terminate this Lease without liability and, at its discretion, to offset from monies owed, or otherwise recover, the full amount of such fee, commission, percentage, gift, or consideration. 43. Public Access. The Lessor and Lessee shall allow and permit reasonable access to, and inspection of, all documents, papers, letters or other materials in its possession or under its control subject to the provisions of Chapter 119, Florida Statutes, and made or received by the Lessor and Lessee in conjunction with this Lease; and the Lessor shall have the right to unilaterally cancel this Lease upon violation of this provision by Lessee. 44. Non - Waiver of Immunity. Notwithstanding the provisions of Chapter 768.28, Florida Statutes, the participation of the Lessor and Lessee in this Lease and the acquisition of any commercial liability insurance coverage, self-insurance coverage, or local government liability insurance pool coverage shall not be deemed a waiver of immunity to the extent of liability coverage, nor shall any contract entered into by the Lessor be required to contain any provision for waiver. 10 45. Privileges and Immunities. All of the privileges and immunities from liability, exemptions from laws, ordinances, and rules and pensions and relief, disability, workers' compensation, and other benefits which apply to the activity of officers, agents, or employees of any public agents or employees of the Lessor, when performing their respective functions under this Lease within the territorial limits of the County shall apply to the same degree and extent to the performance of such functions and duties of such officers, agents, volunteers, or employees outside the territorial limits of the County. 46. Legal Obligations and Responsibilities. Non - Delegation of Constitutional or Statutory Duties. This Lease is not intended to, nor shall it be construed as, relieving any participating entity from any obligation or responsibility imposed upon the entity by law except to the extent of actual and timely performance thereof by any participating entity, in which case the performance may be offered in satisfaction of the obligation or responsibility. Further, this Lease is not intended to, nor shall it be construed as, authorizing the delegation of the constitutional or statutory duties of the Lessor, except to the extent permitted by the Florida constitution, state statute, and case law. 47. Non - Reliance by Non - Parties. No person or entity shall be entitled to rely upon the terms, or any of them, of this Lease to enforce or attempt to enforce any third -party claim or entitlement to or benefit of any service or program contemplated hereunder, and the Lessor and Lessee agree that neither the Lessor nor the Lessee or any agent, officer, or employee of either shall have the authority to inform, counsel, or otherwise indicate that any particular individual or group of individuals, entity or entities, have entitlements or benefits under this Lease separate and apart, inferior to, or superior to the community in general or for the purposes contemplated in this Lease. 48. Attestations. Lessee agrees to execute such documents as the Lessor may reasonably require, including a Public Entity Crime Statement, an Ethics Statement, and a Drug - Free Workplace Statement. 49. No Personal Liability. No covenant or agreement contained herein shall be deemed to be a covenant or agreement of any member, officer, agent, or employee of Monroe County in his or her individual capacity, and no member, officer, agent, or employee of Monroe County shall be liable personally on this Lease or be subject to any personal liability or accountability by reason of the execution of this Lease. 50. Execution in Counterparts. This Lease may be executed in any number of counterparts, each of which shall be regarded as an original, all of which taken together shall constitute one and the same instrument and any of the parties hereto may execute this Lease by signing any such counterpart. 51. Section Headings. Section headings have been inserted in this Lease as a matter of convenience of reference only, and it is agreed that such section headings are not a part of this Lease and will not be used in the interpretation of any provision of this Lease. 52. Cancellation of Agreement. Lessor may cancel this Lease Agreement by giving Lessee sixty (60) days' advanced written notice upon the happening of any of the following events: the appointment of a receiver of Lessee's assets; the divesting of Lessee's leasehold estate by other operation of law; the abandonment by Lessee of the premises for a period of sixty (60) days. By the end of the sixty (60) days' notice 11 :21v0 Z T A3N80llV AUNf1001Nv1SISSd S318V3 VI011:11`dd rs-+r W O 01 Stl'a3A0adcld 301430 SJl3N8011d AINf100 30 NOW aUN Ruud 4 aDLL aUIIN 1.1[1ud auueN 1111.1d alde •11da1S I / / / /' . ICE 3NI `d11O2IJ AlIaAO3 T JNO'I A.LNIIOO IO2INOIAi :SHSSIN.LIA1 :HaSSTI Qom pined JOiJ AI 31JoID knda 1 0e Ag • Vi _ .OI3`` r.I �� 0 aO?INOI'i d0 , � SeNOISST IIA103 ALNI1O0 dO C IVOil _- F iA ri D >v :2IOSSTI 1.:f; N C21 CL. a4 •uanttm anoge reai( upue• rep a ge slos pue spurn.' Jioip. Jas aneg oJoaag saqu d age `doaualink SSaN.LL!1c1 NI I epuOTd IsaPA. Aax OI7O££ epuOTd Isom Ja}I L9 Lt xog ' O 'd - SOZ uuoog dnolD iCtanooag loa' S uoluouutS 00I uLO L 2uo' ,iluno3 aouuoJAI kuno0 ow:low aoloautJ antinoaxa JoieusmutuupV iunoD :aassai :2I0SSTI :suosiod Outnnollol 2uas aq Hugs aoioN •iiJantlaplo Ioosd 1 TM aaunoo Act JO `po sanboi ldtaoai um.iar'pa jp. o `ITJAI saieig po iun luas aq Ilegs asea' iuensmd uant2 aouapuodsauoo Jo aoRou 1.101.14.1M. /WV •saayo�I 'bS •digsaognne jo stseq atp. uo jilted aapa lsupap pan4suoo aq st asea7 sig} aaolatam `.uossa7 pup oossa7 pannatnat Surgoieo uooq sett asea' sigd, •mainall IenPnl i '£S - soot s,&auaofe ojgeuoseol oI pomiva oq Hugs aossai atp. `qde. erred sigh Jopun slg2u mosso1 atp aatolua aapuo ui Aoutoi up jo saotnaas age SoTduua kiessaoau 3I - owes jo uotssassod oNPJ pue io ua -01 ATompautuu AVM aossarl age pup sastuuaad alp pamoen aneg Ilegs aasso `pouad • EXHIBIT "A" TO LEASE Parcel 1 TRACT no. 3, as per unrecorded sketch of Tropic - Island Ranchetts, Big Pine Key, Florida and now particularly described by metes and bounds as follows: On the island of Big Pine Key, Monroe County, Florida, begin at the center of Section 26, Township 66 South, Range 29 East; thence run due Westerly 548.75 feet to the POINT OF BEGINNING; thence continue due Westerly 299.375 feet; thence run due Southerly 160.0 feet; thence run due Easterly 299.375 feet; thence run due Northerly 160.0 feet to the POINT OF BEGINNING. Parcel II Easement for the purpose of vehicular and pedestrian ingress and egress as reserved in Special Warranty Deed from Carnival Fruit Company, a Florida corporation, to Bruce H. Seigal and Leda Grodsky Seigal, his wife, dated August 27, 1990, recorded August 27, 1990 in Official Records Book 1142, at Page 1544, of the Public Records of Monroe County, Florida. 13 EXHIBIT "B" TO LEASE Insurance Requirements 14 2018 Edition GENERAL LIABILITY INSURANCE REQUIREMENTS FOR CONTRACT BETWEEN MONROE COUNTY, FLORIDA AND Prior to the commencement of work governed by this contract, the Contractor will obtain Commercial General Liability Insurance. Coverage will be maintained throughout the life of the contract and include, as a minimum: • Premises Operations • Products and Completed Operations • Blanket Contractual Liability • Personal Injury Liability The minimum limits acceptable is: $1,000,000 Combined Single Limit (CSL) An Occurrence Form policy is preferred. If coverage is provided on a Claims Made policy, its provisions should include coverage for claims filed on or after the effective date of this contract. In addition, the period for which claims may be reported should extend for a minimum of twelve (12) months following the acceptance of work by the County. The Monroe County Board of County Commissioners will be named as Additional Insured on all policies issued to satisfy the above requirements. GL3 Administrative Instruction 7500.7 55 2018 Edition WORKERS' COMPENSATION INSURANCE REQUIREMENTS FOR CONTRACT BETWEEN MONROE COUNTY, FLORIDA AND Prior to the commencement of work governed by this contract, the Contractor will obtain Workers' Compensation Insurance with limits sufficient to respond to the applicable Workers' Compensation state statutes and the requirements of Chapter 440, Florida Statutes. In addition, the Contractor will obtain Employers' Liability Insurance with limits of not less than: $1,000,000 Bodily Injury by Accident $1,000,000 Bodily Injury by Disease, policy limits $1,000,000 Bodily Injury by Disease, each employee Coverage will be maintained throughout the entire term of the contract. Coverage will be provided by a company or companies authorized to transact business in the state of Florida. If the Contractor has been approved by the Florida's Department of Labor, as an authorized self- insurer, the County may recognize and honor the Contractor's status. The Contractor may be required to submit a Letter of Authorization issued by the Department of Labor and a Certificate of Insurance, providing details on the Contractor's Excess Insurance Program. If the Contractor participates in a self - insurance fund, a Certificate of Insurance will be required. In addition, the Contractor may be required to submit updated financial statements from the fund upon request from the County. WC3 Administrative Instruction 7500.7 SR 2018 edition BUSINESS AUTOMOBILE LIABILITY INSURANCE REQUIREMENTS FOR CONTRACT BETWEEN MONROE COUNTY, FLORIDA AND Recognizing that the work governed by this contract requires the use of vehicles, the Contractor, prior to the commencement of work, shall obtain Business Automobile Liability Insurance. Coverage will be maintained throughout the life of the contract and include, as a minimum, liability coverage for: • Owned, Non - Owned, and Hired Vehicles The minimum limits acceptable is: $1,000,000 Combined Single Limit (CSL) If split limits are provided, the minimum limits acceptable are: $ 500,000 per Person $1,000,000 per Occurrence $ 100,000 Property Damage The Monroe County Board of County Commissioners will be named as Additional Insured on all policies issued to satisfy the above requirements. VL3 Administrative Instruction 7500.7 82 2OI8 Edition ALL RISK PROPERTY INSURANCE REQUIREMENTS FOR LEASES /RENTALS OF COUNTY -OWNED PROPERTY BETWEEN MONROE COUNTY, FLORIDA AND Prior to the Lessee occupying the leased property that is the subject of this agreement, the Lessee will obtain All Risk Property Insurance (to include the perils of Flood and Wind) with limits no less than the Full Replacement Cost Value of the property being leased or rented. Coverage will be maintained throughout the life of the lease and will include, as a minimum, coverage for: Fire Lightning Vandalism Sprinkler Leakage Sinkhole Collapse Falling Objects Windstorm Smoke Explosion Civil Commotion Aircraft and Vehicle Damage Flood The Monroe County Board of County Commissioners must be named as Loss Payee on all policies issued to satisfy the above requirements. ARP Administrative instruction 7500.7 39 NON - COLLUSION AF FIDAVIT I, Iii c ,s,,t kk, I-vac .44 of the city of IMlllo.rok Lem, Fleri,clo. according to law on my oath, and under penalty of perjury, depose and say that: 1. I am - 1 - 6,4- a x4..c vk va. A tr.e.4or of the firm of Ron ret. •.a..4, Lavvi[.,rrv■ to,u)vt,r Gyp y p the bidder making the Proposal for the project described in the Request for Qualifications for: ,f _ ` r L p (, % is Rh t. ti Vaa►,T c. tat — /A V h'C r till vi t nQ \�^o l- and that I executed the said pr with full authority to do so: �J v 2. the prices in this bid have been arrived at independently without collusion, consultation, communication or agreement for the purpose of restricting competition, as to any matter relating to such prices with any other bidder or with any competitor; 3. unless otherwise required by law, the prices which have been quoted in this bid have not been knowingly disclosed by the bidder and will not knowingly be disclosed by the bidder prior to bid opening, directly or indirectly, to any other bidder or to any competitor; and 4. no attempt has been made or will be made by the bidder to induce any other person, partnership or corporation to submit, or not to submit, a bid for the purpose of restricting competition; 5. the statements contained in this affidavit are true and correct, and made with full knowledge that Monroe County relies upon the truth of the statements contained in this a idavit in awardi g contracts for said project. L , 1 f [ 7 ( 7 (Signature of Respondent) ( STATE OF: rLb i1A COUNTY OF: f ►oo4oUl' PERSONALLY APPEARED BEFORE ME, the undersigned authority, fl )cf�U6 t tK3/r who, after first being sworn by me, (name of individual signing) affixed his /her signature in the space provided above on this _day of gfiresdt(SG2 20 Imo. Ai �al G J LINDEBERG A�'� ra mp " , - - -- - - - -. .. EBERG 1 NO' ARY PUBLIC *' ,,N a Notary Public - State of Florida i -�� cc My Comm. Expires Sep 29, 2018 { wFO;,00% Commission # FF 164055 ~- ki ,•-2 - ,- .,,..., _ •• • My Commission Expires: Of i lci I I (I‘ PUBLIC ENTITY CRIME STATEMENT "A person or affiliate who has been placed on the convicted vendor list following a conviction for public entity crime may not submit a bid on a contract to provide arty goods or services to a public entity, may not submit a bid on a contract with a public entity for the construction or repair of a public building or public work, may not submit bids on leases of real property to public entity, may not be awarded or perform work as a contractor, supplier, subcontractor, or CONTRACTOR under a contract with any public entity, and may not transact business with any public entity in excess of the threshold amount provided in Section 287.017, Florida Statutes, for CATEGORY TWO for a period of 36 months from the date of being placed on the convicted vendor list." 1 h' r L1 e G— I have read the above and state that neither _ V. *j UAL, 'w Y. COV : - (Proposer's name) nor any Affiliate has been placed on the convicted vendor list ithin the last 36 months. I I i (Signature) Date: �' f STATE OF: rt-oeltiR COUNTY OF: it'10 ligbe Subscribed and sworn to (or f rmed) before me on the 11 day of 46.' ts 11 6a. 20 , by JAI LA v LLg (name of affiant). He /She is personally known to me or has produced T��1 i 6Q Lt crs��� (type of identification) as identification. My Commf . Ex A es ( , 1 . - r ... - -_ _- - - - • • ,, PR PV , Y N TA' Y PUBLIC •0 G J LINDEBERG 2 * * Notary Public - State of Florida P. M Comm. Expires Sep 29, 2018 '''',4,7F,OX Commission # FF 164055 DRUG -FREE WORKPLACE FORM The undersigned vendor in accordance with Florida Statute 287.087 hereby certifies that: U Y ` v 4 1 A _ cwt., G•ro v .. Name of Business) 1. Publish a statement notifying employees that the unlawful manufacture, distribution, dispensing, possession, or use of a controlled substance is prohibited in the workplace and specifying the actions that will be taken against employees for violations of such prohibition. 2. Inform employees about the dangers of drug abuse in the workplace, the business's policy of maintaining a drug -free workplace, any available drug counseling, rehabilitation, and employee assistance programs, and the penalties that may be imposed upon employees for drug abuse violations. 3. Give each employee engaged in providing the commodities or contractual services that are under bid a copy of the statement specified in subsection (1). • 4. In the statement specified in subsection (1), notify the employees that, as a condition of working on the commodities or contractual services that are under bid, the employee will abide by the terms of the statement and will notify the employer of any conviction of, or plea of guilty or nolo contendere to, any violation of Chapter 893 (Florida Statutes) or of any controlled substance law of the United States or any state, for a violation occurring in the workplace no later than five (5) days after such conviction. 5. Impose a sanction on, or require the satisfactory participation in a drug abuse assistance or rehabilitation program if such is available in the employee's community, or any employee who is so convicted. 6. Make a good faith effort to continue to maintain a drug -free workplace through implementation of this section. As the person authorized to sign the statement, I certify that this firm complies fully with the above requirements. Respondent's Signature q Da ;01 p'' G J LINDEBERG av P� N $ � ? Notary Public - State of Florida NO Y P '' LIC N1 9 a 4 My Comm. Expires Sep 29, 2016 '' ;thri � s Commission # FF 164055 My Commission Expires: . 7 1)1 (loiw