Item C43 BOARD OF COUNTY COMMISSIONERS
AGENDA ITEM SUMMARY
Meeting Date: October 1,7 _20_14 Division: Airports
Bulk Item: Yes X No -------- Department: Florida Keys Marathon Airport
Staff Contact Person/Phone #:-Ikon. Q e Q r..a..w 2 8 9-...6 3 0.2,
AGENDA ITEM WORDING: Approval of a Lease Agri einent for El Paso Partners, LLC. , at the
Florida Keys Marathon Airport.
ITEM BACKGROUND: This agreement establishes the terms of a 20 year ground lease for 10,925
square feet of undeveloped property at the Florida Keys Marathon Airport, for the construction of a
8,925 square foot enclosed aircraft hangar.
In addition, the Lessee will be constructing 7,614 square feet of concrete/paved ramp area, which will
become the property of the county upon completion.
PREVIOUS RELEVANT BOCC ACTION: N/
CONTRACT/AGREEMENT CHANGES: N/A
................. ........................__......
STAFF RECOMMENDATIONS: Approval
TOTAL COST: N/A INDIRECT COST: N/A BUDGETED: Yes No
...............
DIFFERENTIAL OF LOCAL PREFERENCE: N/A
COSTTO COUNTY:N./A...................................................................... SOURCE OF FUNDS: ,....................................................................................................................................................
REVENUE PRODUCING: Yes X No AMOUNT PER YEAR: .$54.46 2 5 2..
APPROVED BY: County Attny ;')/o""4 OA�/��)iasing "Risk Management
DOCUMENTATION: Included -1 X Not Required_
DISPOSITION: ............... AGENDA ITEM#1.................................................................
Revised 7/09
MONROE COUNTY BOARD OF COUNTY COMMISSIONERS
C ONTRAC/T SI..1MMARY
Contract with: El Paso Partners, L1_.,C". Contract 4....
—.
Effective Date: 10/17/2014
Expiration Date 1 f.-______.. ......
.. ��. .. ....
p /17/2 34
Contract Purpose/Description:
A 20 year Lease Agreement with El Paso Parners, LLC., for the construction of a new,
enclosed 105' x 5` aircraft hangar with a 5° leased buffer gone l i, .50 cents per square
foot and the construction o "7,614 square feet of ramp area that will become the
property of the county upon completion.
....... . .__.__.... ... _ .._._..... .. _........ ....................—.........__.
Contract Manager: Don DeGraw 6060 #15
(name) (Ext.) (Department/Stop#)
for22 E meeting on 10/17/2014 Agenda Deadline: 9/30/2014
CONTRACT COSTS
Total Dollar Value of Contract: $5,462.52 Current Year Portion: $ $5,462.52
Budgeted`? Yes[] No E] .Account Codes: 403- 344104SA-
Grant:
County Match: � -_...... ... . ........... ...-_._._e_... .. .......
ADDITIONAL COSTS
. _...._............... ..............�.. .._..______
Estimated Ongoing Costs: 5....m /yr For:
(Not included in dollar value above) (eg. maintenance,utilities,janitorial,salaries,etc.)
CONTRACT REVIEW
Changes Date Out
A h Date In Needed c ey&r, ���
n r Y'.s No❑ t .. ..
.. _
°
Risk Management �.�.�� Yes[, ]No
txrc Yes No W ...
w _ ....__.
� Attorney .. :County Att y _..._.. Yes[] No ......
._....... _____...........................
LEASE AGREEMENT
FLORIDA KEYS MARATHON AIRPORT
EL PAS O PARTNERS, C.
THIS CONTRACT OF LEASE is made and entered into this 17th day of October,
2014, by and between MONROE COUNTY, a political subdivision of the State of Florida,
whose address is I 100 Simonton Street, Key West, Florida 33040, hereinafter referred to as
"COUNTY" or "LESSOR" and EL PASO PARTNERS, LLC., whose address is 1150
Southview, El Paso, Texas 79928, hereinafter referred to as "LESSEE".
WHEREAS, the COUNTY owns property known as the Florida Keys Marathon Airport,
located in Marathon, Monroe County, Florida, hereinafter referred to as "Airport"; and
WHEREAS, LESSEE desires to lease an undeveloped parcel of property on the Airport
for construction ofan enclosed hangar; and
WHEREAS, the County is willing to lease property on the Airport for purposes of
constructing an enclosed hangar; now, therefore
IN CONSIDERATION of the premises and of the mutual covenants and agreements
herein contained, and other valuable considerations, COUNTY does hereby grant and lease unto
LESSEE and LESSEE does hereby lease from COUNTY, certain premises, rights and privileges
as follows, to wit:
1. Premises. The COUNTY does hereby lease to LESSEE, and LESSEE leases from the
COUNTY, an undeveloped 115' by 95' parcel of land located at the Florida Keys Marathon
Airport approximately 10,925 square feet, hereafter the premises, as described in Lease
Attachment Exhibit- #1 attached hereto and incorporated herein.
LESSEE is authorized to construct an 8,925 (105' x 85') square foot enclosed hangar for
the storage of aircraft, NO COMMERCIAL ACTIVITY OF ANY TYPE WHATSOEVER MAY
BE UNDERTAKEN BY LESSEE WITHOUT THE PRIOR WRITTEN APPROVAL OF THE
COUNTY.
The hangar is to be built at the sole cost and expense of LESSEE.
LESSEE SHALL NOT COMMENCE THE CONSTRUCTION OF THE HANGAR
UNTIL A FAA FORM 7460-1, NOTICE OF PROPOSED CONSTRUCTION OR
ALTERATION HAS BEEN FILED, REVIEWED AND APPROVED BY THE FAA.
THE LESSEE WILL RECEIVE WRITTEN NOTIFICIATION FROM THE COUNTY
WHEN THE FAA 7460-1 REVIEW HAS BEEN APPROVED. THIS WILL SERVE AS
NOTICE TO PROCEED WITH THE COMMENCEMENT OF THE HANGAR
CONSTRUCTION.
LESSEE shall be responsible for ANY AND ALL COSTS, EXPENSES AND
PERMITTING requirements associated with this hangar project.
LESSEE shall be responsible for ANY AND ALL COSTS, EXPENSES AND
PERMITTING requirements associated with fence and/or vehicular/pedestrian gate
removal/installation/relocation, including relocation of the adjoining park fence and for any park
improvements that need to be relocated due to the fence relocation.
LESSEE shall construct an 81' by 20' concrete ramp area (approximately 1,620 square
feet) adjacent to the hangar leasehold. LESSEE shall construct an 81' by 74' paved ramp area
(approximately 5,994 square feet) adjacent to the concrete ramp, all as described in Lease
Attachment Exhibit - -41. LESSEE shall be responsible for ANY AND ALL COSTS,
EXPENSES AND PERMITTING requirements associated with construction of the concrete and
paved ramps.
The concrete and paved ramps automatically become the property of the county upon
their completion. Any improvements made by the LESSEE to the premises automatically
become the property of the County upon the ten-nination of this lease.
2. Term. The teen of the lease is for twenty (20) years beginning on the effective date
of this lease agreement. Development of the parcel must begin within 12 months of the effective
date of this agreement.
Unless extended in writing, THIS LEASE TERMINATES I YEAR AFTER THE
EFFECTIVE DATE OF THE AGREEMENT IF DEVELOPMENT HAS NOT COMMENCED.
For purposes of this agreement, development will be deemed to have commenced when LESSEE
submits a completed conditional use permit application for construction of the proposed hangar
project. A copy of the completed application shall also be provided to the Florida Keys Marathon
Airport Manager.
3. Rent. The initial temporary rent for the premises shall be $83.33 per month, plus
applicable sales tax, until such time that the conditional use pen-nit application has been
approved. Once the conditional use permit application has been approved, LESSEE shall provide
the Airport Manager with a copy of the permits issued therefrom. Beginning on the date that the
conditional use permit(s) has been issued, the rent for the premises shall be $455.21 per month
$5,462.52 per year, plus applicable sales tax, with the all monthly rent due and payable
beginning on the first day of each month. All rental payments are due at the Florida Keys
Marathon Airport Business Office, 9400 Overseas Highway, Suite 200, Marathon, FL 33050.
Following the initial year of this lease, the annual rental sum will be adjusted each year
by a percent equal to the increase in the CPI for all urban consumers (CPI-U) above that of the
prior calendar year. In the event of a deflationary CPI, no adjustment in the rental rates will be
made.
Rent shall be paid in equal monthly installments, all of which shall be due and payable on
or before the first day of each calendar month during which this lease is in effect. Upon the
failure of LESSEE to pay any installments when due, the COUNTY will be entitled to charge
and collect, and LESSEE will be obligated to pay, a late fee of two percent (2°/0) of any such
amount, if paid within thirty (30) days of the date due, and five percent (P10) of any such
amount, not paid within thirty (30) days of the date due. Such late fees will be in addition to the
amount of rent due. The acceptance by the COUNTY of the overdue rental installment plus
,applicable late fees shall cure what would otherwise constitute a default by LESSEE under the
terms of this lease. The COUNTY, at its option, however, may refuse a proffered overdue rental
installment and late fees, declare a default, and proceed according to paragraph 4 of this lease. In
the event that any check, draft, or negotiable instrument by which LESSEE has tendered any rent
payment is returned to the COUNTY and not honored, whether for insufficient funds or other
reason, the COUNTY will be entitled to charge and collect, in addition to any applicable late
payment fees as provided above, a fee of Twenty-five Dollars ($25.00) for such dishonored
instrument. Such penalty fee shall also be in addition to the amount of rent due, The acceptance
by the COUNTY of the rental payment plus any applicable late fee and penalties following the
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receipt of a dishonored instrument shall cure what would otherwise constitute a default under the
terms of this lease. The COUNTY, at its option, however, may refuse any proffered rental
installment and applicable late fees and penalties, declare a default, and proceed according to
paragraph 4 of this lease.
Following the initial 20 year teen or at such time as the leasehold and/or the
improvements are assigned, sold or otherwise transferred by El Paso Partners, LLC., the
COUNTY shall have the improved property appraised for purposes of establishing the fair
market value of the property. Rent for the initial year following assignment, sale or transfer shall
be set at fair market value as determined by the appraisal and will be adjusted each year
thereafter by a percent equal to the increase in the CPI for all urban consumers (CPI-U). In the
event of a deflationary CPI, no adjustment in the rental rates will be made.
If at any time during the tern of this lease, the leased premises are converted to a non-
aeronautical use, the COUNTY shall have the right to immediately enter on to the property for
purposes of obtaining an appraisal to detennine fair market value and the rent for the premises
shall immediately be set at the new rate.
4. Termination, This Agreement may be terminated at the discretion of the
COUNTY in the following circumstances:
a) LESSEE fall to pay the rent when due;
b) LESSEE fail 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 teens of this lease.
d) Cancellation is required to accommodate future Airport growth, or
e) Cancellation is required due to F.A.A. requirements.
Unless the COUNTY has accepted in writing a delay in perfortriance of duties, the failure
to perform said duties shall constitute a default/breach under the terms of this agreement. In the
case of the default/breach occurrences described in subparagraphs 4(a), (b), or (c), the County's
Florida Keys Marathon Airport Manager shall first give the LESSEE a written notification
stating the default/breach. The LESSEE shall be notified that he has 10 days to correct the
default/breach. If the nature of the default/breach is such that it cannot be cured in 10 days, the
LESSEE shall inform the COUNTY in writing of the reason why the default/breach cannot be
cured in 10 days and shall provide a written plan showing how the default/breach will be cured
in a timely manner. If the LESSEE has not corrected the defaultibreach at the end of the 10 days
or if the LESSEE has provided a cure plan, which the LESSEE has failed to timely and diligently
execute, then the COUNTY may cancel the lease in its discretion. In the case of cancellation
occurring as described in subparagraphs 4(d) and (e), COUNTY shall provide LESSEE 90 days
notice, In the event of cancellation occurring as described in subparagraphs 4(d) and (e) the
COUNTY, at COUNTY expense, shall relocate the LESSEE's hangar to an alternate site in
accordance with Florida Keys Marathon Airport ALP. If an alternate site at the airport is not
available, the COUNTY will purchase the LESSEE's lease hold at fair market appraisal value.
5. ease of rows a is a se. LESSEE shall have the right to occupy the
premises as described in Lease Attachment Exhibit - #1.
6. Right of Ingress ggg_hgress. LESSEE, its agents, employees, customers, suppliers,
and patrons shall have the right of ingress and egress to and from the leased premises, which
shall not be unreasonably restricted by COUNTY.
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7. Utilities. LESSEE is responsible for the cost of connection and payment of all
telecommunications, electrical, sewer, water and solid waste collection service and/or lines for
the premises. LESSEE is also responsible for any connection or development fees associated
with connection to any of the utility services.
8. Assignment. The premises leased hereunder may not be sublet prior to the
completion of the proposed building project. The premises leased hereunder along with the
improvements thereon and this lease may not be assigned without the written consent of the
COUNTY.
9. Maintenance of Premises,, During the term of this lease, LESSEE is responsible for
all maintenance and repairs, including major repairs such as structural work and roof
replacement and replacement of the building if destroyed. All repairs and replacement must be of
the same or better quality as the original work and conforrn to all applicable building codes.
LESSEE shall be responsible for and shall properly maintain the leased premises, and upon the
termination of this lease, shall leave the premises in at least as good condition as at the time of
the commencement of this lease, normal use and occupancy excepted.
10. Rights of Coun!y. The COUNTY shall have the absolute right, without
limitation, to repair, reconstruct, alter or add to any structure and facilities at the Airport, or to
construct new facilities at the Airport, The COUNTY shall, in the exercise of such right, be free
from any and all liability to the LESSEE for business damages occasioned during the making of
such repairs, alterations and additions, except those occasioned by the sole act of negligence of
the COUNTY, its employees or agents.
The COUNTY and its authorized officers, employees, agents, contractors, subcontractors
and other representatives shall have the right to enter upon the leased premises for the following
purposes:
a) to inspect the leased premises at reasonable intervals during regular
business hours (or at any time in case of emergency) to determine whether Lessee has complied
and is complying with the terms and conditions of this agreement with respect thereto;
b) to perforin essential maintenance, repair, relocation, or removal of the
existing facility if owned by the County, structure if owned by the County, perimeter security
fence, underground and overhead wires, pipes, drains, cables and conduits now located on, under
or across the leased premises, and to construct, maintain, repair, relocate, and remove such
facilities in the future as necessary to carry out the Master Plan of development of the Airport;
provided, however, that said work shall in no event unduly interfere with the operations of
LESSEE and, provided further, that the entire cost of such work, as a result of the exercise by the
COUNTY of its nights hereunder shall be borrie by the COUNTY.
11. Ri is Reserved. Rights not specifically granted to LESSEE by this Agreement
g_
are reserved to the COUNTY
12. Indemnification/Hold Harmless, Notwithstanding any minimum insurance
requirements prescribed elsewhere in this agreement, LESSEE shall defend, indemnify and hold
the COUNTY and the COLFNTY's elected and appointed officers and employees ha lessfrom
and against (i) any claims, actions or causes of action, (ii) any litigation, administrative
proceedings, appellate proceedings, or other proceedings relating to any type of injury(including
death), loss, damage, fine, penalty or business interruption, and (iii) any costs or expenses
(including, without limitation, costs of remediation and costs of additional security measures that
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the Federal Aviation Administration, the Transportation Security Administration or any other
governmental agency requires by reason of, or in connection with a violation of any federal law
or regulation, attorneys' fees and costs, court costs, fines and penalties) that may be asserted
against, initiated with respect to, or sustained by, any indemnified party by reason of, or in
connection with, (A) any activity of LESSEE or any of its employees, agents, contractors or
other invitees on the Airport during the term of this AGREEMENT, (B) the negligence or willful
misconduct of LESSEE or any of its employees, agents, contractors or other invitees, or (C)
LESSEE's default in respect of any of the obligations that it undertakes under the terms of this
lease, except to the extent the claims, actions, causes of action, litigation, proceedings, costs or
expenses arise from the intentional or sole negligent acts or omissions of the COUNTY or any of
its employees, agents, contractors or invitees (other than LESSEE). Insofar as the claims,
actions, causes of action, litigation, proceedings, costs or expenses relate to events or
circumstances that occur during the term of this lease, this section will survive the expiration of
the tern of this lease or any earlier termination of this lease.
13 Insurance Re_q wire rnents. Prior to the commencement of work governed by this
contract (including the pre-staging of personnel and material), LESSEE shall obtain, at
LEESSE's own expense, insurance as specified.
LESSEE shall provide, to the COUNTY, as satisfactory evidence of the required
insurance, either
® Certificate of Insurance or a Certified copy of the actual insurance policy.
The COUNTY, at its sole option, has the right to request a certified copy of any or
all insurance policies required by this contract.
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 County 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
will be included as "Additional Insured" on all policies, except for Workers'
Compensation.
In addition, the County will be named as an Additional Insured on all policies
covering County-owned property.
LESSEE will obtain or possess the following insurance coverage and will provide
Certificates of Insurance to County to verify such coverage.
a. All Risk Pro,per!y Insurance Reg airs ments: Prior to the LESSEE taking possession
of the property governed by this lease agreement, the LESSEE shall obtain All Risk Property
Insurance to full value of reconstruction value (to include the perils of Flood and Wind) with
limits no less than the Replacement Cost Value of the property leased or rented. Coverage shall
be maintained throughout the life of the Lease/Rental Agreement and include, as a minimum,
liability coverage for:
Fire Lightning Vandalism
Sprinkler Leakage Sinkhole Collapse Falling Objects
Windstorin Smoke Explosion
Civil Commotion Aircraft and Vehicle Damage Flood
The Monroe County Board of County Commissioners shall be named as Additional
Insured on all policies issued to satisfy the above requirements.
However, if any public funds are utilized towards the construction, Monroe County
Board of County Commissioners shall be named at Additional Insured and Loss Payee.
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b. Pair ort Liabilit-N, Insurance, a ire e : Recognizing that the work governed by
this AGREEMENT involves the storage of aircraft, LESSEE, upon completing construction of
LESSEE'S hangar as evidenced by having obtained a certificate of occupancy (COI), will be
required to purchase and maintain, throughout the life of the contract, Airport Liability Insurance
naming the Monroe County Board of County Commissioners as Additional Insured. This
insurance may be a normal portion of the aircraft policy of the stored aircraft.
The minimum limits of liability shall be 1 million.
LESSEE shall maintain the required insurance throughout the entire term of this lease
and any extensions which may be entered into. The COUNTY, at its sole option, has the right to
request a certified copy of any and all insurance policies required by this lease. Failure to
comply with this provision shall be considered a default and the COUNTY may terminate the
lease in accordance with Paragraph 4.
Any deviations from these General Insurance Requirements must be requested in writing
on the County prepared form entitled "Request for Waiver of Insurance Requirements" and be
approved by Monroe County Risk Management.
C. Dama e to uninsured improvements.,
In the event that any improvements made
y the LESSEE to the premises are damaged and/or destroyed, LESSEE, at LESSEE's sole
expense, shall rebuild the improvements to their pre-loss state within two years of the date of the
occurrence of the event that destroyed or damaged the improvement. If the LESSEE fails to
restore the improvements to its pre-loss state or the improvements are damaged beyond repair,
LESSEE, at LE'S'SEE's sole expense, shall be responsible for demolition and restoration of the
leased property to its original condition. If the LESSEE fails to restore the improvements to their
pre-loss state within the allotted two year period, the County may, at its sole discretion, terminate
the lease effective upon the second anniversary of the date of occurrence of the event that
destroyed or damaged the improvement. LESSEE will be required to pay the full amount of the
rent throughout this period.
14. o s, eeor s and Documents. LESSEE shall maintain all books, records, and
documents directly pertinent to performance under this Agreement in accordance with generally
accepted accounting principles consistently applied. Each party to this Agreement or their
authorized representatives shall have reasonable and timely access to such records of each other
party to this Agreement for public records purposes during the term of the Agreement and for
four years following the termination of this Agreement.
15. .Rules and el_do
A. COMPLIANCE. LESSEE shall comply with the Minimum Standards for
Commercial Aeronautical Activities by Fixed Base Operators and Other Aeronautical Service
Providers at Monroe County Airports and all ordinances of the COUNTY, including any
reasonable rules and regulations with respect to use of Airport property, 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 air and 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 COUNTY any penalty,
assessment, or fine, issued against the COUNTY, or to defend in the name of the COUNTY 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 15(A) above.
16. Gover n2 Law, Venue, Interpretation: This Agreement 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 Agreement, the COUNTY and LESSEE agree that venue
will lie in the appropriate court or before the appropriate administrative body in Monroe County,
Florida.
The COUNTY and LESSEE agree that, in the event of conflicting interpretations of the
terms or a term of this Agreement by or between any of them the issue shall be submitted to
mediation prior to the institution of any other administrative or legal proceeding.
17. Entire Agee ment. This writing embodies the entire agreement and
understanding between the parties hereto, and there are no other agreements or understandings,
oral or written, with reference to the subject matter hereof that are not merged herein and
superseded hereby. Any amendment to this Agreement shall be in writing, approved by the
Board of County Commissioners, and signed by both parties before it becomes effective,
18. Severn bility If any term, covenant, condition or provision of this Agreement (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 teens, covenants, conditions
and provisions of this Agreement, shall not be affected thereby; and each remaining terra,
covenant, condition and provision of this Agreement shall be valid and shall be enforceable to
the fullest extent pen-nitted by law unless the enforcement of the remaining terms, covenants,
conditions and provisions of this Agreement would prevent the accomplishment of the original
intent of this Agreement. The COUNTY and LESSEE agree to reform the Agreement to replace
any stricken provision with a valid provision that comes as close as possible to the intent of the
stricken provision.
19. Attorney's Fees and Costs. The COUNTY 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 Agreement shall be in accordance with the Florida Rules of Civil Procedure and
usual and customary procedures required by the circuit court of Monroe County,
20. Binding Effect. The terms, covenants, conditions, and provisions of this Agreement
shall bind and inure to the benefit of the COUNTY and LESSEE and their respective legal
representatives, successors, and assigns.
21. Authorgy. Each party represents and warrants to the other that the execution,
delivery and performance of this Agreement have been duly authorized by all necessary County
and corporate action, as required by law.
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22. Claims for Federal or State Aid. LESSEE and COUNTY agree that each shall
be, and is, empowered to apply for, seek, and obtain federal and state funds to further the
purpose of this Agreement; provided that all applications, requests, grant proposals, and funding
solicitations shall be approved by each party prior to submission.
23. Adjudication of Disputes or Disagreements. COUNTY 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 no resolution can be agreed upon within 30
days after the first meet and confer session, the issue or issues shall be discussed at a public
meeting of the Board of County Commissioners. 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 Agreement or by Florida law.
24. Cooperation. In the event any administrative or legal proceeding is instituted
against either party relating to the fon-nation, execution, performance, or breach of this
Agreement, COUNTY 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 Agreement or provision of the services under this Agreement. COUNTY and
LESSEE specifically agree that no party to this Agreement shall be required to enter into any
arbitration proceedings related to this Agreement.
25. Nondiscrimination. COUNTY and LESSEE agree that there will be no
discrimination against any person, and it is expressly understood that upon a deten-nination by a
court of competent jurisdiction that discrimination has occurred, this Agreement automatically
tenninates without any further action on the part of any party, effective the date of the court
order. LESSEE agrees 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 VI of
the Civil Rights Act of 1964 (PL 88-352) which prohibits discrimination on the basis of race,
color or 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 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 290ec-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. 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. 1201 Note), as
maybe amended from time to time, relating to nondiscrimination on the basis of disability; 10)
Sections 13-101, et seq., Monroe County Code, relating to discrimination based on race, color,
sex, religion, disability, national origin, ancestry, sexual orientation, gender identity or
expression, familial status or age; 11) Any other nondiscrimi nation provisions in any Federal or
state statutes which may apply to the parties to, or the subject matter of, this Agreement,
26. Covenant of No Interest. COUNTY and LESSEE covenant that neither
presently has any interest, and shall not acquire any interest, which would conflict in any manner
8
or degree with its perforinance under this Agreement, and that the only interest of each is to
perform and receive benefits as recited in this Agreement.
27. Code of Ethics. COUNTY agrees that officers and employees of the COUNTY
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,
28. No The COUNTY 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 Agreement 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 Agreement. For the breach or
violation of the provision, the LESSEE agrees that the COUNTY shall have the right to
terminate this Agreement 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.
29. Public Access, The COUNTY and LESSEE shall allow and pen-nit 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 COUNTY and LESSEE in conjunction with this Agreement; and the COUNTY shall have
the right to unilaterally cancel this Agreement upon violation of this provision by LESSEE.
30. Non-Waiver of Immuni . Notwithstanding the provisions of Sec. 768.28,
Florida Statutes, the participation of the COUNTY and the LESSEE in this Agreement 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 COUNTY be required to
contain any provision for waiver.
31. 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 COUNTY, when performing their respective functions
under this Agreement 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,
32. Legal Obligations and Responsibilities: Non-Delegation of Constitutional or
Statutory Duties. This Agreement 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 perforinance thereof by any participating entity, in which case
the performance may be offered in satisfaction of the obligation or responsibility, Further, this
Agreement is not intended to, nor shall it be construed as, authorizing the delegation of the
constitutional or statutory duties of the COUNTY, except to the extent permitted by the Florida
constitution, state statute, and case law.
9
33. Non-Reliance by Non-Parties. No person or entity shall be entitled to rely upon
the terms, or any of them, of this Agreement to enforce or attempt to enforce any third-party
claim or entitlement to or benefit of any service or program contemplated hereunder, and the
COUNTY and the LESSEE agree that neither the COUNTY 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 Agreement separate and apart, inferior to, or superior to the community in
general or for the purposes contemplated in this Agreement.
34. Attestations. LESSEE agrees to execute such documents as the COUNTY may
reasonably require, to include a Public Entity Crime Statement, an Ethics Statement, and a Drug-
Free Workplace Statement.
35. 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 Agreement or be subject to any personal liability or
accountability by reason of the execution of this Agreement.
36. Personal Properly., Any personal property of LESSEE, their agents, assigns, or
invitees placed in the premises of the Airport shall be at the sole risk of the LESSEE or owners
thereof, and the COUNTY shall not be liable for any loss or damage.
37. Federal Subordination. This Agreement shall be subordinate to the provisions
of any existing or future agreement between the COUNTY and the United States of America
relative to the operation and maintenance of the Airport, the execution of which has been or may
be required as a condition precedent to the expenditure of federal funds for the development of
the Airport. All provisions of this Agreement shall be subordinate to the fight of the United
States of America.
38. Execution in Coun ter parts. This Agreement 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 Agreement
by signing any such counterpart.
39. Section HeRgLngs. Section headings have been inserted in this Agreement as a
matter of convenience of reference only, and it is agreed that such section headings are not a part
of this Agreement and will not be used in the interpretation of any provision of this Agreement.
40. Cancellation of Agreement. COUNTY 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 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) day notice period, LESSEE shall have vacated the
premises and the COUNTY may immediately re-enter and take possession of same. If it is
necessary to employ the services of an attorney in order to enforce the COUNTY's fights under
this paragraph, the COUNTY shall be entitled to reasonable attorney's fees.
10
41. Mutual Review. This agreement has been carefully reviewed by LESSEE and the
COUNTY, therefore this agreement is not to be construed against either party on the basis of
authorship.
42. FAA Reauirements. The parties shall comply with FAA Required Lease Clauses,
which are listed in Exhibit"2", attached hereto and made a part hereof.
IN WITNESS WIIEREOF,the parties have caused this lease to be executed this day of
2014.
(SEAL) BOARD OF COUNTY COMMISSIONERS
ATTEST: AMY HEAVILIN, CLERK OF MONROE COUNTY, FLORIDA
By............ ............... By....... .................
Deputy Clerk Mayor/Chairperson
WITISSES: El Paso Partners, LLC.
By
Title MembeY/"
............-
1,?A(,)iNl
rim
PR VED
P U
!: :DR C R 11 I
ASS�'
Date
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
any 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 consultant 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, for
CATEGORY TWO for a period of 36 months from the date of being placed on the
convicted vendor list."
I have read the above and state that neither Stanley P. Jobe
(Respondent's name) nor any Affiliate has been placed on the vendor list
within the last 36 months.
'1-ell
(Signature)
Date: September 29, 2014
STATE OF: TEXAS
COUNTY OF: EL PASO
Subscribe and sworn to (or affirmed) before me on September 24, 2014
(date) by Stanley P. Jobe (name of affiant). HeAfte is
personally known to me.oizlia&prokkwadxxxxxxxxxxxxxxxxxxxxxxxxxxxxxxxxxx
..............
VEFONICA ROSARIO
'NOTARY PUBLIC
12
LOBBYING AND CONFLICT OF INTEREST CLAUSE
SWORN STATEMENT UNDER ORDINANCE NO.010-1990
MONROE COUNTY,FLORIDA
ETFHCS CLAUSE
Stanley P. Jobe warrants thathe/it has not employed, retained
or otherwise had act on his/its behalf any former County officer or employee in violation of
Section 2 of Ordinance No. 10-1990 or any County officer or employee in violation of
Section 3 of Ordinance No. 10-1 . For breach or violation of this provision the County
may, in its discretion,terminate this contract without liability and may also, in its discretion,
deduct from the contract or purchase price,or otherwise recover,the full amount of any fee,
commission,percentage, gift,or consideration paid to the former County officer or em yee.
i" ,^
g re) _ _. ..� .. .".,
Date: September 29, 2014
STATE OF TEXAS
COUNTY EL PASO
PERSONALLY APPEARED BEFORE ,the undersigned autori ,
Stanley P. Jobe who,after first being sworn by me,affixed his
signature(name of individual signing) in the space provided above on this 29th day o
September 201
----------
NOTARY PUBLIC
JI! M
m mmm
y commission expires: , £a. ®; 91
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OMB-MCP FORM#4
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LOBBYING AND CONFLICT OF INTEREST CLAUSE
SWORN STATEMENT UNDER ORDINANCE NO.010-1990
MONROE COUNTY,FLORIDA
ETHICS CLAUSE
warrants that he/it has not employed, retained
or otherwise had act on his/its behalf any former County officer or employee in violation of
Section 2 of Ordinance No. 10-1990 or any County officer or employee in violation of
Section 3 of Ordinance No. 10-1990. For breach or violation of this provision the County
may, in its discretion,terminate this contract without liability and may also, in its discretion,
deduct from the contract or purchase price, or otherwise recover, the full amount of any fee,
commission, percentage, gift,or consideration paid to the former County officer or employee.
.... .. .........
(signature)
STATE OF
COUNTY OF
PERSONALLY APPEARED BEFORE ME, the undersigned authority,
-,""I'll,.............. who,after first being swom by me, affixed his/'her
signature(name of individual signing) in the space provided above on this —day of
I� 20
............
NOTARY PUBLIC
My commission expires:
OMB ®MCP FORM#4
13
Exhibit 2
FAA REQUIRED LEASE CLAUSES
1. This lease shall be subject to review and re-evaluation at the end of each I
year period,
by the airport owner and the rent may be adjusted according to their action, not to exceed
the Consumer Price Index rate during the last 12 month period, or;
Land less improvements will be appraised every 5 years and the adjusted rental will be
based on non-nally 10-12 percent of the appraised value. If disputed, lessor obtains
appraisal at his expense and lessor/lessee equally share expense for review appraisal that
establishes fair market value.
2. The tenant for himself, his personal representatives, successors in interest, and assigns, as
a part of the consideration hereof, does hereby covenant and agree that (1) no person on
the grounds of race, color, or national origins all be excluded from participation in,
denied the benefits of, or be otherwise subjected to discrimination in the use of said
facilities, (2) that in the construction of any improvements on, over or under such land
and the furnishing or services thereon, 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, (3) that the tenant shall use the premises in
compliance with all other requirements imposed by or pursuant to Title 49, Code of
Federal Regulations, Department of Transportation, Subtitle A, Office oft e Secretary,
Part 21,Nondiscrimination in Federally-assisted pro rains of the Department of
Transportation-Effectuation of Title VI of the Civil Rights Act of 1964, and as said
Regulations may be amended.
That in the event of breach of any of the above nondiscrimination covenants, Airport
Owner shall have the right to terminate the lease and to re-enter and as if said lease had
never been made or issued. The provision shall not be effective until the procedures of
Title 49, Code of Federal Regulations, Part 21 are followed and completed including
exercise or expiration of appeal rights.
3. It shall be a condition oft is lease, that the lessor reserves unto itself, its successors and
assigns, for the use and benefit of the public, a right of flight forte passage of aircraft in
the airspace above the surface of the real property hereinafter described, together with the
right to cause in said airspace such noise as may be inherent in the operation of aircraft,
now known or hereafter used, for navigation of or flight in the said airspace, and for use
of said airspace for landing on, taking off from or operating on the airport.
That the Tenant expressly agrees for itself, its successors and assigns, to restrict the
height of structures, objects of natural growth and other obstructions on the hereinafter
described real property to such a height so as to comply with Federal Aviation
Regulations, Part 77.
14
That the Lessee expressly agrees for itself, its successors and assigns, to prevent any use
of the hereinafter described real property which would interfere with or adversely affect
the operation or maintenance of the airport, or otherwise constitute an airport hazard.
4. This lease and all provisions hereof are subject to any ordinances rules or regulation
is have been, or may hereafter be adopted by the Airport Owner pertaining to the
Florida Keys Marathon Airport.
5. Notwithstanding anything herein contained that may be, or appear to be, to the contrary,
it is expressly understood and agreed that the rights granted under this agreement are
nonexclusive and the Lessor herein reserves the right to grant similar privileges to
another Lessee or other Lessees on parts oft e airport.
15
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