04/01/2009 to 03/31/2014...03/18/2009 Lease Lr
DANNYL. KOLHAGE
CLERK OF THE CIRCUIT COURT
DATE: April 2, 2009
TO: Roman Gastesi
County Administrator
ATTN: Connie Cyr
Aide to County Administratora-
FROM: Pamela Hancock r
Deputy Clerk ���999"'
At the March 18, 2009, Board of County Commissioners meeting the Board granted
approval and authorized execution of an Agreement between Monroe County and South Florida
Water Management District to provide office space at the Murray E. Nelson Government and
Cultural Center in Key Largo, FL.
Enclosed are three duplicate originals of the above-mentioned, executed on behalf of
Monroe County, for your handling. Please be sure to return the fully executed "Monroe County
Clerk's Office Original" and the "Monroe County Finance Department's Original" as soon as
possible. Should you have any questions please do not hesitate to contact this office.
cc: County Attorney
Finance w/o document
File/
ra
na cc-3C.ag—.1
S"V7 SOUTH FLORIDA WATER MANAGEMENT DISTRICT
LEASE
THE SOUTH FLORIDA WATER MANAGEMENT This number must appear on all Notices and
DISTRICT(hereinafter referred to as LESSEE)HEREBY Correspondence
ENTERS INTO THIS LEASE WITH:
Name: Monroe County Board of County Commissioners
ASSOCIATION OF AMERICA(hereinafter referred to as 4600001751
LESSOR)
Address: 1100 Simonton Street s "* ' i44 r
Key West,FL 33040 I9 ,
Lease Manager Debbie Frederick '' r*
Telephone No: (305)292-444I
Hereinafter referred to as: LESSOR `.
LEASE TITLE: KEY'S SERVICE CENTER
The following Exhibits are attached hereto and made a part of this LEASE:
Exhibit"A" - Special Provisions Exhibit"H" - Insurance Requirements
Exhibit"B" - General Terms and Conditions Exhibit"I" - Not Applicable
Exhibit"C" - Statement of Work Exhibit"1" - Not Applicable
Exhibit"D" - Payment and Deliverable Schedule Exhibit"K" - Not Applicable
Exhibit"E" - Not Applicable Exhibit"L" - Not Applicable
Exhibit"F" - Not Applicable Exhibit"M" - Not Applicable
Exhibit"G" - Not Applicable
LEASE AMOUNT: $64,349.00 LEASE TYPE: Firm Fixed Price
Multi-Year Funding(If Applicable)
Fiscal Year: October 1,2008-September 30,2009 $6,434 90 Fiscal Year: October I,2011-September 30,2012 S12,869 80
Fiscal Year: October I,2009-September 30,2010 $12,869.80 Fiscal Year: October1,2012 September30,2013 $12,869.80
Fiscal Year: October 1,2010-September 30,2011 S12,869.80 Fiscal Year: October I,2012-September 30,2013 $6,43490
LEASE TERM: Five Years plus one five year option EFFECTIVE DATE: April 1,2009
District Project Manager: Jon Gleason District Contract Specialist: Gabriel Ocasio-Divila
Telephone No:(56I)682-6380 Telephone No:(561)682-2181
Fax No. (561)682-6346 Fax No.: (561)682-5017
SUBMIT NOTICES TO THE DISTRICT AT: SUBMIT PAYMENTS AND NOTICES TO:
South Florida Water Management District Monroe County Board of County Commissioners
3301 Gun Club Road co/Debbie Frederick
West Palm Beach, Florida 33406 1100 Simonton Street
Attention: Procurement Department-Notices Key West, FL 33040
i:J I J
ZC :6 WV CI AVW600Z
080038 803 03113
is 'J
c�4 SOUTH FLORIDA WATER MANAGEMENT DISTRICT
-' LEASE
IN WITNESS WHEREOF,the authorized representative hereby executes this LEASE on this date,and accepts all
Terms and Conditions under which it is issued.
SOUTH FLORIDA WATER MANAGEMENT DISTRICT
Attest:
S�_ p
B • -`
PRINT NAME: Frank Hayden,Procurement D/i �^or
As ITS: S Dates:t,,,,. y tj/4/Oy
%%\k, CORN 'k ,,, ((( ayl„,
(CORPORATE SEAL) _'SO�,�% OF F�� /iP9,,q
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Print Name: r0 arivis I' 0 --+uo.— kos .�;
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SFWMD OFCOUNSELAPPROVED:
By: Date: ,//y Y�/ 0)
SBy: - �� -s Date: ///U-X.C.S-k ((
STATE OF F/`0 "4 /b/ l
COUNTY OF ',Vint 009 c-t.-
The foregoing instrument was acknowledged before me this /6 ` day of firiq/i/ in the year 2-c)u 5,
byynQ//1/¢ry.� /' b,c) $'c ,J of the South Florida Water Management District who is
D/, c e /craOP ,!'o Cr+ .c«e l"
(Name and Title of Position)
personally known to me or has produced as identification,and who
did d. ot)take an oat
L. -ram re Notary Public,Commission No.
(Sign e)
Name of Notary typed,printed or stamped
My Commission expires: NOTARY'' PLRLIC-STATE OF FLORIDA
Janice H. Johansen
Cor�a:ission#DD574784
`Expires: AUG. 29,2010
Page 2 of 3,Contract#4600001751,Exhibit C'° BONDED THEO MANTIC BONDING GO.,INC. ,
v
1► SOUTH FLORIDA WATER MANAGEMENT DISTRICT
LEASE
IN WITNESS WHEREOF,the authorized representative hereby executes this LEASE on this date,and accepts all
Terms and Conditions under which it is issued.
MONROE COUNTY ATTORNEY LESSOR
AP UED AS TO (�-
NNE A. OR T N By: Ne nt
rl_
FTYA T0Il EY George R. Neugent
- „ t.9- Title: Mayor/Chairman
Dale: March 18, 2009
SIGNED,SEALED AND DELIVERED
IN THE PRESENCE OF: ��� /Q
O.� �J.Y"v'v—�
As to LESSOR As t LE R
STATE OF
COUNTY OF Monroe
The foregoing instrument was acknowledged before me this 2nd day of April in the year 2009 ,
by George R. Neugent who is
Mavor/Chairman, Monroe County Board of County Commissioners
(Name and Title of Position)
personally known to me or has produced as identification,and who
did(did not)take an oath.
Cr Notary Public,Commission No.
(Signature)
Name of Notary typed,printed or stamped
My Commission expires:
a,
'""""*.,, PMIEIA G.IWCOCK
M EXPIRES:F OH N DO 139012
EXPIflES:February Limon,ar.Tn, mw„ w.ry vwrcana..mx.
Page 3 of 3,Contract#4600001751,Exhibit"C"
F;; SOUTH FLORIDA WATER MANAGEMENT DISTRICT
CONTRACT
EXHIBIT "A"
SPECIAL PROVISIONS
The purpose of this Exhibit"A" is to delineate any and all changes,deletions and/or additions to the Exhibit"B" General
Terms&Conditions. In the event of any conflict between this Exhibit"A" and any other provision specified in this
Contract,this Exhibit"A" shall take precedence.
1) Article 2.3 is hereby deleted and restated as follows:
2.3 For Ten Dollars($10.00)consideration,the receipt and sufficiency of which is hereby acknowledged as
part of the first Rent payment made hereunder, and provided LESSEE has not defaulted under any terms,
conditions, covenants or provisions of this LEASE, and further provided this LEASE has not been
terminated pursuant to any other provision of the LEASE,then LESSEE shall have the option to renew the
LEASE Term for up to one Five year option lease term (Renewal Lease Term), provided LESSOR
receives from LESSEE written notice of LESSEE's exercise of LESSEE's option to renew no later than
sixty (60) days prior to the expiration date of the then current Lease Term. In the event LESSEE properly
exercises its option to renew this LEASE, then the expiration date shall be extended for a period of one year.
In the event LESSEE fails to exercise its option to extend for a Renewal Lease Term or fails to properly or
timely exercise its option to extend for any Renewal Lease Term, the LESSEE shall automatically be deemed
to have waived its right to extend the Lease Term for any subsequent Renewal Lease Terms, unless otherwise
allowed by LESSOR. All terms, conditions, covenants and conditions of this LEASE shall apply during all
Renewal Lease Terms, if any. The Rent during a Renewal Lease Term shall be as indicated in Exhibit "D" of
this LEASE.
2) Article 5.2 is hereby deleted and restated as follows:
"The LESSOR is a political subdivision of the State of Florida, subject to the provisions of S. 768.28, Fl.
Stat. and maintains insurance, both through self-insurance and an excess indemnity policy, to cover the
premises, and is therefore not required to maintain the insurance coverage specified by the DISTRICT in
its standard leases."
3) Article 5.3 is hereby deleted in its entirety.
4) Article 5.4 is hereby deleted and restated as follows:
"LESSOR is a county, a political subdivision of the State of Florida, and is not subject to real estate
taxes. In conformity with section 5.2, sufficient fire liability coverage is maintained by LESSOR."
5) Article 6.1 is hereby deleted and restated as follows:
"In the event of a default by either party, the non-breaching party shall give the breaching party a written
notice with 30 days leave to cure. If the breach is not or cannot be cured within 30 days, the non-
breaching party may terminate this lease by giving an additional 30 days written notice to the breaching
party. Since both parties are governmental entities,they shall be responsible for their own costs related
to termination."
Exhibit"A"Special Provisions
Contract No.4600001751 Page I of 3
•
ri
OWL SOUTH SOUTH FLORIDA WATER MANAGEMENT DISTRICT
CONTRACT
6) Article 6.2 is hereby deleted and restated as follows:
6.2 Either party may terminate this LEASE at any time for convenience upon sixty (60) calendar
days prior written notice to the non-terminating party. This LEASE may be terminated by either party
in accordance with this clause in whole, or from time to time in part, whenever either party shall
determine that such termination is in the best interest of either party. Any such termination shall be
effected by delivery to the non-terminating party of a Notice of Termination specifying the extent to
which the LEASE is terminated, and the date upon which such termination becomes effective. In the
event of termination, the DISTRICT shall be responsible for paving Rent up through the effective
date of termination.
7) Article 6.3 is hereby deleted in its entirety.
8) Article 7.1 is hereby deleted and restated as follows:
7.1 Both parties shall maintain records and shall have inspection and audit rights as follows:
A. Maintenance of Records: Both parties shall maintain all financial and non-financial records and
reports directly or indirectly related to the negotiation or performance of this LEASE including supporting
documentation for any service rates, expenses, research or reports. Such records shall be maintained and
made available for inspection for a period of five years from completing performance and receiving final
payment under this LEASE.
B. Examination of Records: Both parties or its designated agent shall have the right to examine in
accordance with generally accepted governmental auditing standards all records directly or indirectly related
to this LEASE. Such examination may be made only within five years from the date of final payment under
this LEASE and upon reasonable notice,time and place.
C. Extended Availability of Records for Legal Disputes: In the event that either party should become
involved in a legal dispute with a third party arising from performance under this LEASE, the other party
shall extend the period of maintenance for all records relating to the LEASE until the final disposition of the
legal dispute,and all such records shall be made readily available to either party.
9) Article 8.3 is hereby deleted and restated as follows:
"The laws of the State of Florida shall govern all aspects of the LEASE. In the event it is necessary for
either party to initiate legal action regarding this LEASE, venue shall be in the Sixteenth Judicial Circuit
for claims under state law and in the Southern District of Florida for any claims which are justifiable in
federal court"
10) Article 11.3 is hereby deleted and restated as follows:
"The LESSOR shall furnish grounds maintenance for the Premises during the term of the LEASE at the
sole expense of the LESSOR."
Exhibit"A"Special Provisions
Contract No.4600001751 Page 2 of 3
•
(1.+
tr.
SOUTH FLORIDA WATER MANAGEMENT DISTRICT
t
CONTRACT
11) Article 11.4 is hereby deleted and restated as follows:
"The LESSOR provides air conditioning for the entirety of the building of which the premises is a part.
LESSOR shall take every reasonable act to provide that air conditioning to the Premises during
LESSOR's normal business hours, 8:00 a.m. to 5 p.m.,Monday through Friday, excluding holidays."
12) Article 11.5 is hereby deleted in its entirety.
13) Article 11.7 is hereby deleted and restated as follows:
"The LESSOR shall maintain the lighting levels within the Premises at or better than the level at the
date that t rpancy commences."
SFWMD OFF E• •.SEL APPROVED /
By: // Date: �dC 1
S %PROCUREMENT APPRO•
By: 'Lalealum. Date: IAJw2 C��
Exhibit"A"Special Provisions
Contract No.4600001751 Page 3 of 3
4,.E „"^ SOUTH kORIDA WATER MANAGtkIENT DISTRICT
EXHIBIT "B"
5 GENERAL TERMS AND CONDITIONS
ARTICLE I —SCOPE OF LEASE on the cover/signature page of this LEASE. Funding
for each applicable fiscal year of this LEASE is subject
1.1 The DISTRICT (hereinafter interchangeably to DISTRICT Governing Board budgetary
referred to as the LESSEE or DISTRICT) hereby appropriation. In the event the DISTRICT does not
agrees to lease the premises more fully described in approve funding for any subsequent fiscal year, this
Exhibit "C" attached hereto, and made a part of this LEASE shall terminate upon expenditure of the current
LEASE(hereinafter the "Premises"). funding, notwithstanding other provisions in this
LEASE to the contrary.The DISTRICT will notify the
1.2 The LESSOR hereby leases the Premises to LESSOR in writing after the adoption of the final
the LESSEE for a period as indicated on the DISTRICT budget for each subsequent fiscal year if
cover/signature page of this LEASE, unless earlier funding is not approved for this LEASE.
terminated or renewed pursuant to other provisions of
this LEASE("Lease Term"). 2.3 For Ten Dollars ($10.00) consideration, the
receipt and sufficiency of which is hereby
1.3 The LESSOR warrants that such Premises are acknowledged as part of the first Rent payment made
suitable for governmental use and in accordance with hereunder, and provided LESSEE has not defaulted
all applicable ordinances in which the Premises are under any terms,conditions,covenants or provisions of
located. this LEASE, and further provided this LEASE has not
been terminated pursuant to any other provision of the
1.4 Provided LESSEE performs the terms, LEASE, then LESSEE shall have the option to renew
conditions and covenants of this LEASE, LESSOR the Lease Term for up to three (3) additional one (1)
covenants and agrees to take all necessary steps to year consecutive lease terms (Renewal Lease Tenn),
secure and to maintain for the benefit of LESSEE the provided LESSOR receives from LESSEE written
quiet and peaceful possession of the Premises for the notice of LESSEE's exercise of LESSEE's option to
Lease Term. renew no later than sixty (60) days prior to the
expiration date of the then current Lease Term. In the
1.5 The LESSEE shall have the right to make any event LESSEE properly exercises its option to renew
alterations in and to the Premises during the term of this LEASE,then the expiration date shall be extended
this LEASE upon first having obtained the written for a period of one year. In the event LESSEE fails to
consent thereto of the LESSOR. The LESSOR shall exercise its option to extend for a Renewal Lease Term
not unreasonably withhold the consent to any such or fails to properly or timely exercise its option to
alterations. extend for any Renewal Lease Term,the LESSEE shall
automatically be deemed to have waived its right to
ARTICLE 2—COMPENSATION/ extend the Lease Term for any subsequent Renewal
CONSIDERATION Lease Terms, unless otherwise allowed by LESSOR.
All terms, conditions, covenants and conditions of this
2.1 As consideration for the rights conferred upon LEASE shall apply during all Renewal Lease Terms, if
the LESSEE by the LESSOR pursuant to this any. The Rent during a Renewal Lease Tenn shall be
LEASE, the LESSEE shall pay to the LESSOR a as indicated in Exhibit"D"of this LEASE.
monthly rental in the amount indicated in Exhibit "D"
of this LEASE ("Rent"). The first payment of said 2.4 If ownership of the Premises or the name or
Rent to be made upon the signing of this LEASE by address of the LESSOR change, the LESSEE may,
the LESSEE. Each subsequent payment to be made until receipt of proper notice of such change, continue
on the first day of each month during the Lease Term. to the pay the Rent accrued and to accrue hereunder to
the LESSOR and in the manner in which the last
2.2 Notwithstanding the foregoing, the amount preceding installment of Rent was paid. Each such
expended under this LEASE shall be paid in payment shall to the extent thereof exonerate and
accordance with, and subject to the multi-year funding discharge the LESSEE.
allocations for each DISTRICT fiscal year indicated
Page I of 8, Exhibit"0"
Contract File:AOfficlse.doc 03/04/09
SOUTH IOWO
RIDA WATER MANAG ENT DISTRICT
EXHIBIT "B"
GENERAL TERMS AND CONDITIONS
ARTICLE 3-INVOICING AND PAYMENT All correspondence to the DISTRICT under this
LEASE shall reference the DISTRICT's Contract
3.1 AU payments of Rent as well as all other Number specified on the cover/signature page of the
amounts due under this LEASE from LESSEE to LEASE.
LESSOR shall be made to LESSOR at the address
indicated on the cover/signature page of this LEASE. ARTICLE 5 - INDEMNIFICATION/
INSURANCE
3.2 If the LESSEE shall make any payment or
advance at the expense or for the account of the 5.1 For value received, which is hereby
LESSOR, pursuant to any provision of this LEASE, acknowledged, the LESSOR shall indemnify and
the LESSEE shall be entitled to reimbursement thereof hold the DISTRICT, its agents, assigns, and
from the LESSOR. The LESSEE may apply such employees, harmless from any and all claims or
claim against any subsequent installment of Rent and,if causes of action, including without limitation, all
not reimbursed at the expiration of this LEASE, may damages, losses, liabilities, expenses, costs, and
remain in possession of the Premises until completely attomey's fees related to such claims, resulting from
reimbursed. any negligent or intentional act or omission, or the
violation of any federal, state, or local law or
3.3 The LESSOR shall promptly pay all water, regulation, by the LESSOR, it sublessees, agents,
sewer,electric,garbage collection and janitorial service assigns, invitees,or employees in connection with this
charges which may become payable during the term of LEASE. The LESSOR further acknowledges that it
this LEASE. is solely responsible for ensuring its compliance and
the compliance of its agents, assigns, invitees and
ARTICLE 4-PROJECT MANAGEMENT/ employees with the terms of this LEASE. This
NOTICE- paragraph shall survive the expiration or termination
of the LEASE.
4.1 The parties shall direct all technical matters
arising in connection with the performance of this 5.2 The LESSOR shall procure and maintain,
LEASE, other than invoices and notices, 10 the through the term of this LEASE, insurance coverage
attention of the respective Project Managers specified reflecting, at a minimum, the limits and coverage
on the cover/signature page of the LEASE for conditions identified on the DISTRICT's Insurance
attempted resolution or action. The Project Managers Requirements,attached as Exhibit"H"and made a part
shall be responsible for overall coordination and of this LEASE. The coverage required shall extend to
oversight relating to the performance of this LEASE. all employees and subcontractors of the LESSOR.
The LESSOR shall direct all administrative matters, Prior to the execution of this LEASE, the LESSOR
including invoices and notices, to the attention of the shall provide a Certificate of Insurance for such
DISTRICT's Contract Specialist specified on the coverage to the DISTRICT for approval, indicating
cover/signature page of the LEASE. the producer,insured,carrier's name,and BEST rating,
policy numbers and effective and expiration dates of
All formal notices between the parties under this each type of coverage required. The Certificate of
LEASE -shall be in writing and shall be deemed Insurance shall be signed by the insurance carrier's
received if sent by certified mail, return receipt authorized representative and shall identify the
requested, to the respective addresses specified on the DISTRICT as added insured as required.
cover/signature page of the LEASE. The LESSOR
shall also provide a copy of all notices to the 5.3 All insurers must be qualified to lawfully
DISTRICT's Project Manager. All notices required by conduct business in the State of Florida. Failure of
this LEASE shall be considered delivered upon the DISTRICT to notify the LESSOR that the
receipt. Should either party change its address, written Certificate of Insurance does not meet the LEASE
notice of such new address shall promptly be sent to the requirements shall not constitute a waiver of the
other party. LESSOR's responsibility to meet the stated
Page 2 of 8, Exhibit "B"
Contract File\Officlse doc 03/04/09
SOUTH 1ORIDA WATER MANAG1ENT DISTRICT
�'" EXHIBIT "B"
GENERAL TERMS AND CONDITIONS
requirement. In addition, receipt and acceptance of should be suspended, and if so, for what period of
the Certificate of Insurance by the DISTRICT shall time. Should the DISTRICT terminate for default in
not relieve the LESSOR from responsibility for accordance with this provision, the DISTRICT shall
adhering to the insurance limits and conditions of be entitled to recover reprocurement costs in addition
insurance required within this LEASE. to all other remedies under law and/or equity.
Misrepresentation of any material fact, whether
intentional or not,regarding the LESSOR's insurance 6.2 The DISTRICT may terminate this LEASE at
coverage, policies or capabilities,may be grounds for any time for convenience upon thirty (30) calendar
termination of the LEASE as determined solely by days prior written notice to the LESSOR. This
the DISTRICT. LEASE may be terminated by the DISTRICT in
accordance with this clause in whole,or from time to
5.4 The LESSOR shall timely pay all real estate time in part, whenever the DISTRICT shall
taxes and fire insurance premiums on the Premises. determine that such termination is in the best interest
The LESSOR shall not be liable to carry fire insurance of the DISTRICT. Any such termination shall be
on the person or property of the LESSEE or any other effected by delivery to the LESSOR of a Notice of
person or property which may now or hereafter be Termination specifying the extent to which the
placed in the Premises. LEASE is terminated, and the date upon which such
termination becomes effective. In the event of
ARTICLE 6-TERMINATION/REMEDIES termination, the DISTRICT shall be responsible for
paying Rent up through the effective date of
6.1 It is the policy of the DISTRICT to termination.
encourage good business practices by requiring
contractors to materially perform in accordance with 6.3 If the LESSOR shall fail to pay,within ten days
the-terms-and conditions of the DISTRICT LEASE. after due,the principal,interest,or installment of either,
In accordance with DISTRICT Rule 40E-7, Part II, on any mortgage paramount to this LEASE, or any
F.A.C., "material breach" is defined as any installment of taxes, easements, utility charges or to
substantial, unexcused non-performance by failing to take any action to fully correct any violations issued by
perform an act that is an important part of the any governmental authority affecting the Premises, or
transaction or performing an act inconsistent with the shall fail promptly to remove any lien or charge which
terms and conditions of the LEASE. could jeopardize the LESSEE's right to possession as
hereby granted, the LESSEE may pay the items in
If the LESSOR materially fails to fulfill its question. Any such payment shall entitle the LESSEE
obligations under this LEASE, the DISTRICT will to be subrogated to the lien or charge of the item so
provide written notice of the deficiency by paid in addition to all other rights given the LESSEE
forwarding a Cure Notice citing the specific nature of under this LEASE.
the material breach. The LESSOR shall have thirty
(30) days to cure the breach. If the LESSOR fails to 6.4 The LESSEE shall have the right to terminate
cure the breach within the thirty(30) day period, the this LEASE without penalty or damages of any type,in
DISTRICT shall issue a Termination for Default the event a building owned by the State of Florida, its
Notice. Once the DISTRICT has notified the agencies, or by any unit of local government,or owned
LESSOR that it has materially breached its LEASE by the LESSEE becomes available to the LESSEE for
with the DISTRICT, by sending a Termination for occupancy during the term of this LEASE for the
Default Notice, the DISTRICT's Governing Board purposes for which space is being leased under this
shall determine whether the LESSOR should be LEASE, upon giving advance written notice to the
suspended from doing future work with the LESSOR.
DISTRICT, and if so, for what period of time. The
DISTRICT's Governing Board will consider the 6.5 LESSEE shall assume responsibility for all
factors detailed in Rule 40E-7, Part II, F.A.C. in personal property that may be on the Premises during
making a determination as to whether a LESSOR
Page 3 of 8,Exhibit"B"
Contract File:\Officlsedoc 03/04/09
SOUTH IJRIDA WATER MANAG4IENT DISTRICT
EXHIBIT "B"
or GENERAL TERMS AND CONDITIONS
the term of this LEASE,except for any damage caused 8.2 The LESSOR hereby assures that no person
by the negligence of the LESSOR. shall be discriminated against on the grounds of race,
color, creed, national origin, handicap, age, or sex, in
ARTICLE 7-RECORDS RETENTION any activity under this LEASE. The LESSOR shall
take all measures necessary to effectuate these
7.1 The LESSOR shall maintain records and the assurances.
DISTRICT shall have inspection and audit rights as
follows: 8.3 The laws of the State of Florida shall govern all
aspects of the LEASE. In the event it is necessary for
A. Maintenance of Records: The LESSOR either party to initiate legal action regarding this
shall maintain all financial and non-financial records LEASE, venue shall be in the Fifteenth Judicial Circuit
and reports directly or indirectly related to the for claims under state law and in the Southern District
negotiation or performance of this LEASE including of Florida for any claims which are justiciable in
supporting documentation for any service rates, federal court
expenses, research or reports. Such records shall be
maintained and made available for inspection for a 8.4 The LESSOR,by its execution of this LEASE,
period of five years from completing performance and acknowledges and attests that neither it, nor any of its
receiving final payment under this LEASE. suppliers, subcontractors, or consultants who shall
perform work which is intended to benefit the
B. Examination of Records:The DISTRICT or DISTRICT is a convicted vendor or has been placed
its designated agent shall have the right to examine in on the discriminatory vendor list, if the LESSOR or
accordance with generally accepted governmental any affiliate of the LESSOR has been convicted of a
auditing standards all records directly or indirectly public entity crime or has been placed on the
related.ta this LEASE. Such examination may be discriminatory vendor list, a period longer than 36
made only within five years from the date of final months has passed since that person was placed on the
payment under this LEASE and upon reasonable convicted vendor or discriminatory vendor list. The
notice,time and place. LESSOR further understands and accepts that this
LEASE shall be either voidable by the DISTRICT or
C. Extended Availability of Records for Legal subject to immediate termination by the DISTRICT, in
Disputes In the event that the DISTRICT should the event there is any misrepresentation or lack of
become involved in a legal dispute with a third party compliance with the mandates of Section 287.133 or
arising from performance under this LEASE, the Section 287.134, respectively, Florida Statutes. The
LESSOR shall extend the period of maintenance for all DISTRICT, in the event of such termination, shall not
records relating to the LEASE until the final incur any liability to the LESSOR for any work or
disposition of the legal dispute, and all such records materials furnished.
shall be made readily available to the DISTRICT.
8.5 The LESSOR, by its execution of this LEASE,
ARTICLE 8-STANDARDS OF acknowledges and attests that neither it,nor any of its
COMPLIANCE suppliers, subcontractors, or consultants who shall
perform work which is intended to benefit the
8.1 The LESSOR, its employees, subcontractors LESSOR is included on the list of Specially
or assigns, shall comply with all applicable federal, Designated Nationals and Blocked Persons(SDN List)
state, and local laws and regulations relating to the which is administered by the U.S. Department of
performance of this LEASE. The DISTRICT Treasury, Office of Foreign Assets Control. The
undertakes no duty to ensure such compliance, but
LESSOR further understands and accepts that this
will attempt to advise the LESSOR, upon request, as LEASE shall be either void by the DISTRICT or
to any such laws of which it has present knowledge. subject to immediate termination by die DISTRICT,in
the event there is any misrepresentation. The
DISTRICT, in the event of such termination, shall not
Page 4 of 8,Exhibit"B"
Contract File.AOffielse_doc 03/04/09
SOUTH ORIDA WATER MANA€MVIENT DISTRICT
katA,V EXHIBIT "B"
GENERAL TERMS AND CONDITIONS
incur any liability to the LESSOR for any work or with Disabilities Act (ADA), Sections 255.21 and
materials furnished. 255.211, Florida Statutes and Chapter 60D-1, Florida
Administrative Code, providing standards for special
8.6. LESSEE shall, within seven(7)days atter written facilities for the physically disabled, and all applicable
request of LESSOR, execute an estoppel letter local codes and ordinances governing access to public
regarding the status of this LEASE which may be buildings by handicapped persons.
relied upon by any mortgagee or purchaser of the
Premises and any assignee of LESSOR's interest in this 8.10 The LESSOR at all reasonable times during
LEASE. Such estoppel letter shall confirm the terms, normal business hours and upon Twenty Four (24)
conditions and provisions of this LEASE; that this hours prior notice to LESSEE, may enter into and
LEASE is in full force and effect; that this LEASE is upon the Premises for the purpose of viewing the same
unmodified, or if modified, the provisions of any and for the purpose of making any such repairs as it is
modifications;that neither LESSOR nor LESSEE is in required to make under the terms of this LEASE.
default of any of the terms, conditions or provisions of
this LEASE; that LESSEE has no offsets, 8.11 The DISTRICT is a governmental entity
counterclaims or defenses to the payment of any Rent responsible for performing a public service and
or Additional Rent; that LESSEE has no options to therefore has a legitimate interest in promoting the
renew or purchase, and any other statements which goals and objectives of the agency. The work under
LESSOR reasonably requests. In the event LESSEE this LEASE involves a project consistent with these
fails to comply with any of the foregoing, such failure goals and objectives. Consequently, the DISTRICT
to comply shall automatically be deemed a is desirous of satisfactorily completing and
confirmation by LESSEE that all items contained in successfully promoting this project with the
the estoppel letter requested by LESSOR are true and cooperation of its LESSOR.Therefore,the LESSOR
_correct mud any mortgagee or purchaser of the assures the DISTRICT that the LESSOR, its
Premises, and any assignee of LESSOR's interest in employees, subcontractors and assigns will refrain
LEASE may rely on such confirmation. from acting adverse to the DISTRICT'S legitimate
interest in promoting the goals and objectives of this
8.7 The LESSOR shall not utilize the DISTRICT's project. The LESSOR agrees to take all reasonable
exemption certificate number issued pursuant to Sales measures necessary to effectuate these assurances. In
and Use Tax Law, Chapter 212,Florida Statutes, when the event the LESSOR determines it is unable to
purchasing materials used to fulfill its contractual meet or promote the goals and objectives of the
obligations with the DISTRICT. The LESSOR shall project, it shall have the duty to immediately notify
be responsible and liable for the payment of all the DISTRICT. Upon such notification the
applicable FICA/Social Security and other taxes DISTRICT, in its discretion, may terminate this
resulting from this LEASE. LEASE.
8.8 The LESSOR shall allow public access to all ARTICLE 9 - RELATIONSHIP BETWEEN
project documents and materials in accordance with THE PARTIES
the provisions of Chapter 119, Florida Statutes.
Should the LESSOR assert any exemptions to the 9.1 Nothing in this LEASE shall be interpreted to
requirements of Chapter 119 and related Statutes, the establish any relationship of principal and agent,
burden of establishing such exemption, by way of partnership,joint venture or any other relationship than
injunctive or other relief as provided by law, shall be the relationship of LESSOR and LESSEE.
upon the LESSOR.
9.2 It is the intent and understanding of the Parties
8.9 The LESSOR agrees that the Premises now that this LEASE is solely for the benefit of the
conform, or that, prior to LESSEE's occupancy, the LESSOR and the DISTRICT. No person or entity
Premises shall, at LESSOR's expense,be brought into other than the LESSOR or the DISTRICT shall have
conformance with the requirements of the Americans any rights or privileges under this LEASE in any
Page 5 of 8, Exhibit"B''
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• SOUTH h4ORIDA WATER MANAENT DISTRICT
EXHIBIT "B"
GENERAL TERMS AND CONDITIONS
capacity whatsoever,either as third-party beneficiary or LESSOR shall be in default of its obligations under
otherwise. this LEASE and shall be required to cure such default
within ten(10) calendar days from receipt of notice of
9.3 The LESSOR shall not assign, delegate, or such default from the LESSEE. Should the LESSOR
otherwise transfer its rights and obligations as set forth fail to correct such deficiency within this time, the
in this LEASE without the prior written consent of the LESSEE shall have the option to either: (i)correct the
DISTRICT. Any attempted assignment in violation of violation(s)at its own expense pursuant to this LEASE
this provision shall be void. or(ii) should the LESSEE determine that any existing
fire code violations pose an imminent threat to the
9.4 The LESSOR shall not pledge the safety of LESSEE's personnel or property, the
DISTRICT'S credit or make the DISTRICT a LESSEE shall have the right to terminate this LEASE,
guarantor of payment or surety for any contract, debt, without penalty or damages of any type and without
obligation,judgment,lien,or any form of indebtedness. prejudice to any remedy which might otherwise be used
by the LESSEE for any breach of the LESSOR's
9.5 In the event that the Premises,or the major part covenants herein contained, upon giving Two (2)
thereof,are destroyed by fire,lightning, storm,or other months written notice to the LESSOR.
casualty, the LESSOR at its option may forthwith
repair the damage to the Premises at its own cost and 9.8 The LESSOR certifies that no asbestos was
expense. The Rent thereon shall cease until the used in the construction of the Premises or that, if
completion of such repairs and the LESSOR shall asbestos was used, actions have been completed to
immediately refund the pro rata part of any Rent paid in correct all hazards caused by the use of asbestos.
advance by the LESSEE prior to the destruction.
Should the Premises be only partly destroyed, so that 9.9 The LESSEE, upon obtaining the written
the_major_part thereof is usable by the LESSEE, then consent of the LESSOR, which written consent shall
the Rent shall abate to the extent that the injured or not capriciously be withheld, shall have the right to
damaged part bears to the whole of the Premises, as sublet all or any part of the Premises,or to assign all or
reasonably determined by the LESSEE, and such any part of the Premises.
injury or damage shall be restored by the LESSOR as
speedily as is practicable and upon the completion of ARTICLE 10-GENERAL PROVISIONS
such repairs, the full Rent shall commence and the
LEASE shall then continue the balance of the term. 10.1 Notwithstanding any provisions of this
LEASE to the contrary, the Parties shall not be held
9.6 The LESSOR shall provide for fue protection liable for any failure or delay in the performance of
during the term of this LEASE in accordance with the this LEASE that arises from fires, floods, strikes,
fife safety standards of the State Fire Marshal. The embargoes, acts of the public enemy,unusually severe
LESSOR shall be responsible for maintenance and weather, outbreak of war, restraint of Government,
repair of all fire protection equipment necessary to riots, civil commotion, force majeure, act of God, or
conform to the requirements of the State Fire Marshall. for any other cause of the same character which is
The LESSOR agrees that the Premises shall be unavoidable through the exercise of due care and
available for inspection by the State Fire Marshall, beyond the control of the parties. Failure to perform
prior to occupancy of the LESSEE, and at any shall be excused during the continuance of such
reasonable time thereafter. circumstances, but this LEASE shall otherwise
remain in effect.
9.7 In the event the State Fire Marshall cites the
LESSOR for fire code violation(s) which affect the 10.2 In the event any provisions of this LEASE
Premises in any manner, the LESSOR shall shall conflict, or appear to conflict, the LEASE,
immediately take all necessary action to correct such including all exhibits, attachments and all documents
violation(s). Should the LESSOR fail to fully correct specifically incorporated by reference, shall be
all such violations in a timely and proper manner, the interpreted as a whole to resolve any inconsistency.
Page 6 of 8, Exhibit"B"
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SOUTH IANORIDA WATER MANAGS'IENT DISTRICT
EXHIBIT "B"
GENERAL TERMS AND CONDITIONS
10.3 Failures or waivers to insist on strict appurtenances and appliances placed or installed on the
performance of any covenant, condition, or provision Premises by it, provided the LESSEE restores the
of this LEASE by the Parties, their successors and Premises to as good a state of repair as they were prior
assigns shall not be deemed a waiver of any of its to the removal.
rights or remedies, nor shall it relieve the other party 10.8 Any inconsistency in this LEASE shall be
from performing any subsequent obligations strictly resolved by giving precedence in the following order:
in accordance with the terms of this LEASE. The
acceptance of possession of the Premises by the (a) Exhibit"A"Special Provisions,if applicable
LESSEE shall not be deemed a waiver of any of the (b) Exhibit"B"General Terms and Conditions
obligations under the LEASE to be performed by (c) Exhibit"C"Statement of Work
LESSOR. No waiver shall be effective unless in (d) all other exhibits,attachments and documents
writing and signed by the party against whom specifically incorporated herein by reference
enforcement is sought. Such waiver shall be limited
to provisions of this LEASE specifically referred to 10.9 The provisions, terns and conditions of this
therein and shall not be deemed a waiver of any other LEASE shall not be consumed as a consent of the
provision. No waiver shall constitute a continuing DISTRICT to be sued because of said leasehold.
waiver unless the writing states otherwise.
10.10 The provisions of this LEASE are severable,
10.4 Should any term or provision of this LEASE and if one or more provisions are determined to be
be held, to any extent, invalid or unenforceable, as unenforceable, in full or part, by a court of competent
against any person, entity or circumstance during the jurisdiction, the validity of the remaining provisions,
term hereof, by force of any statute, law, or ruling of including any partially unenforceable provision, to the
any forum of competent jurisdiction, such invalidity extent enforceable, shall not be affected in any respect
shall not affect any other term or provision of this whatsoever.
LEASE, to the extent that the LEASE shall remain
operable, enforceable and in full force and effect to ARTICLE 11 - MAINTENANCE AND
the extend permitted by law. REPAIRS
10.5 This LEASE may be amended only with the 11.1 LESSOR shall have a general duty of repair.
written approval of the parties. LESSOR shall, at LESSOR's sole expense,maintain
and preserve the Premises in good condition and
10.6 This LEASE states the entire understanding repair, including daily interior cleaning, repainting,
between the parties and supersedes any written or oral the replacement of worn or damaged floor covering and
representations,statements,negotiations,or agreements repairs or replacement of interior equipment as may be
to the contrary. The LESSOR recognizes that any necessary due to normal usage, and trash removal, to
representations, statements or negotiations made by the satisfaction of LESSEE, and make all necessary
LESSEE's staff do not suffice to legally bind the repairs to the Premises and all improvements, fixtures
LESSEE in a contractual relationship unless they have and equipment located thereon, including but not
been reduced to writing, authorized, and signed by an limited to repairs to and maintenance of all interior,
authorized LESSEE representative. This LEASE shall exterior, roof and structural portions of the Premises,
bind the parties, their assigns, and successors in all paved surfaces, windows, landscaping and all
interest. electrical, plumbing, HVAC and other machinery
located on the Premises. LESSEE shall have the
10_7 At the expiration of the term, the LESSEE will right to determine if and when any such repairs are
peaceably surrender to the LESSOR the Premises in necessary. LESSOR shall be responsible for all such
good and tenable repair. It is understood and agreed repairs and maintenance whether caused by acts of
between the Parties that the LESSEE shall have the LESSEE, its agents, servants, employees, customers,
right to remove from the Premises all personal property guests, licensees or by acts of third parties,
of the LESSEE and all fixtures,machinery equipment, governmental regulations, acts of God, casualties, or
Page 7 of 8,Exhibit "B"
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0
SOUTH 1�ORIDA WATER MANAGW'IENT DISTRICT
EXHIBIT "B"
GENERAL TERMS AND CONDITIONS
any other reason. LESSOR shall be responsible for
painting the interior and exterior of the Premises
when reasonably required by LESSEE. The LESSEE
shall, during the term of this LEASE, keep the interior
of the Premises in as good a state of repair as it is at the
time of the commencement of this LEASE,reasonable
wear and tear and unavoidable casualties excepted.
11.2 The LESSOR shall maintain the interior and
exterior of the Premises including grounds and parking
area so as to conform to all applicable health and safety
laws, ordinances and codes which are presently in
effect and which may subsequently be enacted during
the term of this LEASE and any renewal periods.
11.3 The LESSOR shall furnish security services and
grounds maintenance for the Premises during the term
of this LEASE at the sole expense of the LESSOR.
11.4 The LESSOR agrees to furnish to the LESSEE
heating and air conditioning equipment and maintain
same in satisfactory operating condition at all times for
the Premises during the term of the LEASE at the sole
expense of the LESSOR.
11.5 All services required above shall be provided
during the LESSEE'S normal working hours,which are
7:30 a.m. to 5:30 p.m., Monday through Friday,
excluding LESSEE holidays.
11.6 The LESSOR agrees to install in the Premises
light fixtures for the use by the LESSEE. The
LESSEE shall be responsible for replacement of all
bulbs, lamps, tubes and starters used in such fixtures
for the purpose of furnishing light.
11.7 The LESSOR shall maintain the lighting levels
within the Premises at proper levels as stated in the
State Energy Management Plan,Volume II,Section F.
Page 8 of 8,Exhibit"B"
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EXHIBIT"C"
DESCRIPTION OF PREMISES
The LESSOR leases to the LESSEE approximately 458 square feet of office space at the
Murray E.Nelson Government and Cultural Center at 102050 Overseas Highway, Key
Largo, Florida including suites 225 (223.3 sq ft), 226 (110.8 sq ft) and 216 (123.7 sq ft).
Page 1 of 1, Contract# 4600001751, Exhibit"C"
414 w
EXHIBIT "D"
Payment Schedule
Annual Base Rental Rate(NNNI:
The Base Rental Rate is based on rentable square feet (458) and it is inclusive of Operating
Expenses (maintenance and utility costs). The Year rental rate will be:
$ 28.10/SQ FT
The Base Rental shall be paid monthly in advance. The South Florida Water Management District is
exempt from State of Florida sales tax.
The LESSEE shall pay the LESSOR the amount of One Thousand Seventy-Two Dollars and
Forty-Eight Cents ($1,072.48)monthly for a yearly rental amount of Twelve Thousand Eight
Hundred Sixty-Nine Dollars and Eighty Cents($12,869.80).
Page 1 of 1, Lease Number 4600001751, Exhibit"D"
40
EXHIBIT "H"
Insurance.
A. LESSOR shall maintain fire and extended coverage insurance on the Building and the
Leased Premises in such amounts as LESSOR shall deem appropriate. LESSEE shall
be responsible, at its expense, for fire and extended coverage insurance on all of its
personal property, including removable trade fixtures, located in the Leased Premises.
B. LESSOR shall maintain a policy or policies of comprehensive general liability
insurance with respect to the owner. LESSOR shall not be required to maintain
insurance against thefts within the Leased Premises or the Building.
Page 1 of 1, Exhibit"H"
hit
DANNY L. KOLHAGE
CLERK OF THE CIRCUIT COURT
DATE: December 30, 2008
TO: Dave Koppel, County Engineer
Engineering Division
Attn: Judy Clarke, Assistant County Engineer
FROM: Pamela G. Han etiD.C.
At the December 17, 2008, Board of County Commissioner's meeting the Board granted
approval and authorized execution of the Local Governmental Agreement between Monroe
County and the South Florida Water Management District (SFWMD), Agreement No.
4600001593 to provide S500,000 funding for stormwater management projects.
Enclosed are three duplicate originals of the above-mentioned, executed on behalf of
Monroe County, for your handling. Please be sure to return the fully executed "Monroe County
Clerk's Office Original" and the "Monroe County Finance Department's Original" as soon as
possible. I have also enclosed the Resolution electing Commissioner George Neugent as
Mayor/Chairman to show his authority to sign. Should you have any questions please do not
hesitate to contact this office.
cc: County Attorney
Finance w/o document
File
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Engineering Division , �r•
MEMORANDUM
To: Belle DeSantis—Clerk's Office
From: Judy Clarke
Date: January 15, 2009
Re: SFWMD grant agreement
Enclosed are two fully executed copies of SFWMD grant agreement#4600001593 for fiscal year
09. The agreement was approved at the December BOCC meeting.
Thank you.