2945-2975 Overseas Hwy, Marathon '"° t"° ' Kevin Madok, CPA
3:14 11
. Clerk of the Circuit Court&Comptroller—Monroe County, Florida
DATE: December 11, 2020
TO: William DeSantis, Director
Facilities Maintenance
ATTN: Chrissy Collins
Executive Administrator
FROM: Pamela G. Hand C.
SUBJECT: November 17th BOCC Meeting
Attached is an electronic copy of the following item for your handling:
116 Revocable License Agreement with Monroe County Sheriffs Office to install a boat
lift on and allow access to the County owned property at 2945-2975 Overseas Highway, A,B& C,
in Marathon, to utilize die property for maintaining a Sheriffs boat in the Middle Keys area.
Should you have any questions please feel free to contact me at(305)292-3550.
cc: County Attorney
Finance
File
KEY WEST MARATHON PLANTATION KEY PK/ROTH BUILDING
500 Whitehead Street 3117 Overseas Highway 88820 Overseas Highway 50 High Point Road
Key West,Florida 33040 Marathon,Florida 33050 Plantation Key,Florida 33070 Plantation Key,Florida 33070
305-294-4641 305-289-6027 305-852-7145 305-852-7145
REVOCABLE LICENSE AGREEMENT
THIS REVOCABLE LICENSE AGREEMENT is made and entered into this 17th day
of November, 2020, by and between MONROE COUNTY, a political subdivision of the
State of Florida, (hereinafter "County" or "Licensor"), whose address is 1100 Simonton Street,
Key West, Florida 33040, and MONROE COUNTY SHERIFF'S OFFICE, (hereinafter
"MCSO" or "Licensee"), whose address is 5525 College Road, Key West, FL 33040,
collectively referred to as the"Parties."
WINESSETH:
WHEREAS, the County is the fee simple owner of that certain real property known and
described as 2945-2975 Overseas Highway,A,B & C, Marathon,Florida 33050, as set forth in the
legal description on the Survey attached hereto as Exhibit "A" and made a part hereof (the
"Property"); and
WHEREAS, the Licensee is an authorized law enforcement agency for Monroe County,
which patrols the Monroe County area by motor vehicles,motorcycles, aircraft,and motor vessels,
to maintain law and order in the community and protect its citizens and visitors; and
WHEREAS,the Property is located on a canal in the Southwest corner of the property lot
which connects to the open waters of the Florida Keys; and
WHEREAS,there is a dock currently in place on the canal side of the Property which was
constructed by the prior owner of the Property; and
WHEREAS, the Licensee desires to construct and maintain a boat lift on the current dock
in order to station a patrol motor vessel on the Property to provide more timely and better access
to the Middle Keys and Marathon area of the County; and
WHEREAS, the Licensee desires to obtain a license from the County for the purpose of
constructing and maintaining a boat lift entirely on the County Property; and
WHEREAS, this license does not transfer an interest in real property, including any
leasehold interest in real property, owned by the County; and
WHEREAS,this license confers no exclusive possession of the Property; and
WHEREAS,this license does not convey or transfer any right to exclude the County from
any real property; and
1
WHEREAS, this license permits only certain, enumerated, specific, listed permitted use,
and does not permit anything further;
NOW,THEREFORE,for and in consideration of the mutual terms,conditions,promises,
and covenants hereinafter set forth,Licensor and Licensee agree as follows:
1. Recitals. The foregoing recitals are hereby incorporated and made a part of this license.
2. Description of Premises: Licensor hereby grants to Licensee the right, license, and
privilege of using a limited portion of the Southwest corner of the County owned Property
described on the Survey attached hereto as Exhibit "A," with Parcel Identification Number
00321662-000000, and hereinafter referred to as the"Licensed Premises."
3. Grant of License and Term: The County does hereby grant to the Licensee, and the
Licensee does hereby accept from the County, a Revocable License("License")for the use of the
Property for the placement of Licensee's boat lift and other accompanying improvements for a
term of fifty(50)years("Term")from the date of approval by the Board of County Commissioners
of Monroe County(`BOCC"). This Revocable License Agreement may be renewed at the option
of the Board of County Commissioners,with the renewal period to be determined,upon Licensee
providing sixty(60)days' notice to the BOCC prior to the expiration date of the then current term
of its desire to renew the Term. Licensee acknowledges that, under all applicable Florida law,
Licensee acquires no prescriptive rights or other property rights or claims by virtue of this License.
This License shall continue for fifty (50) years from the date of approval by the BOCC,
unless the term is renewed at the option of the BOCC, or until a written notification of its
revocation by the County is provided to the Licensee at least sixty (60) days prior to such
revocation. This License is revocable with or without cause or reasonableness at the will and at
the sole discretion of the BOCC. The Licensee shall have no procedural due process rights or
claims arising from the procedure used to revoke this License from the County and the Licensee
does hereby specifically waive any claim or right arising from such termination procedure. The
issuance of this License in no way grants the Licensee or its successors any right to the continuation
of this License. The revocable License shall be revoked only upon a vote of the Board of County
Commissioners authorizing such revocation. Regardless of any investment made in the Property
by the Licensee and the duration of use of the Property by the Licensee, the Licensee shall have
no right or claim for damages arising from the termination of this License. No representations or
predictions made by the County or any of its officers, employees, or agents shall give any right of
use or any right of damages for losses sustained by the Licensee because of the revocation of this
License.
In the event that this License is revoked,the Licensee shall have a period of sixty(60)days
from the date of notification of such revocation, if requested by the County, to remove any
improvements that it has placed upon the property and to return the property to the condition that
it was in as of the date of this agreement. In the event that the Licensee fails to remove the
2
improvements placed on such property, if requested to do so, on or before the expiration of the
sixty-day removal period set forth above,the County may remove such improvements as it deems
appropriate and the Licensee shall be liable for the cost of such removal. In the event that the
Licensee fails to remove said improvements, if requested to remove such improvements by the
County, they shall be deemed to have been abandoned or, at the option of the County, such
improvements will become the property of the County.
4. Com ensation. There shall be the sum of Zero and 00/100 ($0.00) Dollars per Term,
including any extension periods, as compensation for this License.
5. Use of Licensed Premises. Licensee shall use the designated area of the Licensed
Premises only for the purpose of placing its boat lift and other accompanying improvements, use
of appropriate utilities, and any required access thereto. The Licensee shall have access to and use
of all utilities,including but not limited to electric and water,necessary for the operation of its boat
lift and service to any boat stored and maintained on the Licensed Premises, with any charges or
expenses associated with said utilities to be paid by the County. The Licensed Premises shall not
be used for any other purpose whatsoever without written consent of the Licensor. Licensee
covenants that it will not, without written consent of Licensor, permit, the Licensed Premises to
be used or occupied by any person, firm, entity, or corporation other than Licensee. Licensee
further covenants that no nuisance or hazardous trade or occupation shall be permitted or carried
on, in or upon said Licensed Premises, no act shall be permitted, and nothing shall be kept in or
about said premises which will increase the risk of any hazard, fire, or catastrophe, and no waste
shall be permitted or committed upon or any damage done to said Licensed Premises. Licensee
shall not permit the Licensed Premises to be used or occupied in any manner that violate any laws
or regulations of any governmental authority.
6. Repair and Maintenance. Since Licensee hereby has been given permission to situate
improvements on or affix them to the aforesaid real property, Licensee shall keep said
improvements in good repair,and shall maintain them with such reasonable regularity and by such
reasonable means and in such reasonable manner as to prevent them from being or becoming
unsightly or otherwise uncomplimentary in general appearance of adjacent property or of all
property within the adjacent County area.
7. Alterations and Improvements. Licensee may not make any alteration, adjustment,
partition, addition or improvement to the Licensed Premises or any part thereof without obtaining
prior written consent of the County. Licensee must comply with all applicable Florida Statutes,
Monroe County Ordinances, City of Marathon Ordinances, and any other applicable laws or
regulations in obtaining approval of its boat lift and other accompanying improvements attached
to the current dock area. All requests by Licensee shall be in writing and shall contain all pertinent
plans and specifications. All alterations,adjustments,partitions, additions,or improvements shall,
at County's sole discretion, remain the exclusive property of the County or be removed by
Licensee, upon County's request. In the event County requests removal, Licensee shall perform,
at its sole cost,removal in a manner,which shall return the Licensed Premises to the condition in
3
which they were received. Any costs necessary to restore or prepare the Licensed Premises for
return shall be the sole responsibility of Licensee. All such alterations or improvements shall be
made at the sole cost and expense of Licensee.
8. Right of Ingress or,Egress. Licensee shall not place, operate, or maintain its boat lift or
any other improvements, machine, or equipment at the Licensed Premises in such a manner that
will interfere with ingress or egress, nor shall such placement or operations hinder the County in
its maintenance or operations of its property or any subsequent buildings that may be erected on
the property.
9. Relationship of the Parties. At all times and for all purposes under this Agreement
Licensee is a separate and independent governmental agency and not an employee of the Board of
County Commissioners of Monroe County. No statement contained in this Agreement shall be
construed so as to find Licensee or any of its employees, subcontractors, servants, or agents to be
employees of the Board of County Commissioners of Monroe County. Although this License
Agreement is a cooperative agreement, similar in many respects(but not all)to a partnership,the
Licensee shall have no authority whatsoever to act on behalf and/or as agent for the County in any
promise, agreement, or representation other than specifically provided for in this agreement. The
Licensee shall exercise control,direction,and supervision over the means,manner,personnel,and
volunteers through which it performs its duties. The County shall at no time be legally responsible
for any negligence on the part of the Licensee, its employees, agents, or volunteers resulting in
either bodily or personal injury or property damage to any individual,property, or corporation.
10. No Third Part Beneficiary Rights. This Agreement shall create no rights or claims
whatsoever in any person other than a party hereto.
11. Nondiscrimination. Licensee agrees that there will be no discrimination against any
person, and it is expressly understood that upon a determination by a court of competent
jurisdiction that discrimination has occurred,this Agreement automatically terminates without any
further action on the part of any party, effective the date of the court order. Licensee 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 VII of the Civil Rights Act of
1964 (PL 88-352), which prohibits discrimination in employment on the basis of race, color,
religion, sex, and national origin; 2) Title IX of the Education Amendment of 1972, as amended
(20 USC §§ 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 § 794), which prohibits
discrimination on the basis of handicaps;4)The Age Discrimination Act of 1975, as amended(42
USC §§ 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, §§ 523 and 527 (42 USC
§§ 690dd-3 and 290ee-3),as amended,relating to confidentiality of alcohol and drug abuse patient
records; 8) Title VIII of the Civil Rights Act of 1968 (42 USC §§ 3601 et seq.), as amended,
4
relating to nondiscrimination in the sale, rental or financing of housing; 9) The Americans with
Disabilities Act of 1990(42 USC §§ 12101 Note), as may be amended from time to time,relating
to nondiscrimination in employment on the basis of disability; 10) Monroe County Code Chapter
14, Article II, which prohibits discrimination on the basis of race, color, sex, religion, national
origin, ancestry, sexual orientation, gender identity or expression, familial status or age; and 11)
Any other nondiscrimination provisions in any federal or state statutes which may apply to the
parties to, or the subject matter of,this Agreement.
12. CoMplia_nce with Laws. Licensee shall comply with all federal, state, county, and local
laws, codes, ordinances, rules, and regulations in performing its duties, responsibilities, and
obligations related to this Revocable License Agreement.
13. Public Access. The Licensor and Licensee shall allow and permit reasonable access to,
and inspection of, all documents, papers, letters or other materials in its possession or under its
control subject to the provisions of Chapter 119, Florida Statues, and made or received by the
Licensor and Licensee in conjunction with this Revocable License Agreement; and the Licensor
shall have the right to unilaterally cancel this License upon violation of this provision by Licensee.
14. Notice Requirement. Any notice required or permitted under this Agreement shall be in
writing and hand delivered or sent by United States Mail, postage prepaid, to the other party by
certified mail, return receipt requested, or by courier with proof of delivery. The place of giving
Notice shall remain the same as set forth herein until changed in writing in the manner provided
in this paragraph. Notice shall be sent to the following addresses:
FOR COUNTY: FOR LICENSEE:
Monroe County Monroe County Sheriff
County Administrator 5525 College Road
1100 Simonton Street Key West, FL 33040
Room 205
Key West, FL 33040 and
and Patrick McCullah, Esq.
General Counsel -Monroe County
County Attorney Sheriff's Office
1111 12a' Street, Suite 408 5525 College Road
Key West, FL 33040 Key West, FL 33040
15. Indemnification/Hold Harmless.
To the extent permitted by law, and as limited by Section 768.28, Florida Statutes, the
County shall defend, indemnify, and hold harmless MCSO and its officers, employees, or agents
from any and all liability, losses or damages,including attorneys' fees and costs of defense,which
MCSO or its officers, employees, or agents may incur as a result of any claim, demand, suit, or
5
cause of action or proceeding of any kind or nature arising out of,relating to,or resulting from the
negligent performance of this License Agreement by the County, its employees, officers, and
agents. MCSO shall promptly notify the County of each claim, cooperate with the County in
defense and resolution of each claim, and not settle or otherwise dispose of the claim without the
County's participation.
To the extent permitted by law, and as limited by Section 768.28,Florida Statutes, MCSO
shall defend, indemnify, and hold harmless the County and its officers, employees,or agents from
any and all liability, losses or damages, including attorneys' fees and costs of defense, which the
County or its officers, employees, or agents may incur as a result of any claim, demand, suit, or
cause of action or proceeding of any kind or nature arising out of,relating to,or resulting from the
negligent performance of this License Agreement by the MCSO, its employees, officers, and
agents. The County shall promptly notify MCSO of each claim, cooperate with MCSO in the
defense and resolution of each claim, and not settle or otherwise dispose of the claim without
MCSO's participation.
Nothing contained in this paragraph shall be construed to be a waiver by either party of
any protections under sovereign immunity, Section 768.28 Florida Statutes, or any other similar
provision of law. Nothing contained herein shall be construed to be a consent by either party to
be sued by third parties in any matter arising out of this or any other Agreement. The
indemnification provisions of this License Agreement shall survive termination of this License
Agreement for any claims that may be filed after the termination date of the License Agreement
provided the claims are based upon actions that occurred during the performance of this License
Agreement.
16. Amendments. No modification, amendment, or alteration of the terms or conditions
contained herein shall be effective unless contained in a written document executed by Licensor
and Licensee,with the same formality and of equal dignity herewith.
17. Governing Law,Venue, and Interpretation. This Revocable License Agreement shall
be governed by and construed in accordance with the laws of the State of Florida applicable to
Agreements 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 Parties agree that venue will lie in the appropriate court or before the appropriate administrative
body in Monroe County, Florida.
18. Mediation. The County and Licensee 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. 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.
19. Adjudication of Disutes or Disagreements. County and Licensee agree that all disputes
and disagreements shall be attempted to be resolved by meet and confer sessions between
representatives of each of County and Licensee. If the issue or issues are still not resolved to the
6
satisfaction of County and Licensee, then any party shall have the right to seek such relief or
remedy as may be provided by this Agreement or by Florida law. This Agreement is not subject
to arbitration.
20. Cooperation. In the event any administrative or legal proceeding is instituted against
either party relating to the formation,execution,performance,or breach of this Agreement,County
and Licensee 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 Licensee specifically agree that no
party to this Agreement shall be required to enter into any arbitration proceedings related to this
Agreement.
21. Severability. 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 terms, covenants, conditions and
provisions of this Agreement, shall not be affected thereby; and each remaining term, covenant,
condition and provision of this Agreement shall be valid and shall be enforceable to the fullest
extent permitted by law unless the enforcement of the remaining terms,covenants,conditions and
provisions of this Agreement would prevent the accomplishment of the original intent of this
Agreement. The County and Licensee 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.
22. Attorne 's Fees and Costs. County and Licensee 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, at all levels of the court system,including in appellate proceedings.
23. Binding Effect. The terms,covenants,conditions, and provisions of this Agreement shall
bind and inure to the benefit of County and Licensee and their respective legal representatives,
successors, and assigns.
24. AuthoritN�. 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 other
governmental agency action, as required by law.
25. Legal Obligations and Responsibilities. 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 performance 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.
7
26. Assignment. Licensee shall have no authority to assign all or any portion of the Licensed
Premises during any term of this Revocable License Agreement. Should Licensee attempt to
assign this License,then the License shall be terminated forthwith, automatically,by operation of
this clause,without prior notice to Licensee.
27. Inspections. County or its agent, or any authorized employee of said agent, may enter
upon said Licensed Premises at all reasonable times and hours to examine same to determine if
Licensee is properly maintaining the Licensed Premises according to this Revocable License
Agreement.
28. Non-Reliance by Non-Parties. Non-Delegation of Constitutional or Statutory Duties.
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 Licensee agree that neither the County
nor the Licensee 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.
29. 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.
30. No Solicitation/Pavnient. Licensor and Licensee 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 License 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 consideration contingent upon or resulting from the award
or making of this License. For the breach or violation of this provision, Licensee agrees that
Licensor shall have the right to terminate this License 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.
31. Execution in Counte p rts. 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.
32. Section Headings. 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.
8
33. Mutual Review. This Agreement has been carefully reviewed by Licensee and the
County. Therefore, this Agreement is not to be construed against either party on the basis of
authorship.
34. Entire Agreement. This writing embodies the entire agreement and understanding
between the parties hereto,and there are no other agreements and understandings,oral or written,
with reference to the subject matter hereof that are not merged herein and superseded hereby. Any
amendment to this Agreement shall be in writing, approved by the Board of County
Commissioners,and signed by both parties before it becomes effective.
35. Final Understanding. This Agreement is the Parties' final mutual understanding. It
replaces any earlier agreements or understandings,whether written or oral. This Agreement cannot
be modified or replaced except by another written and signed agreement.
mcWttrd..
WUNESS WHEREOF, the parties hereto have executed this Revocable License
3 -Ai.; - � •as of the day and year first above written.
ot > *'Aa
BOARD OF COUNTY COMMISSIONERS
•""��- .� , - �, YIN MADOK,Clerk OF MONROE Cr. ,tr 11 : uA,
"" d"`
LICE�/i/$O 41 I a
.t ilrlgrll
By._� By:
Date: 14 '2, 1'° '"' Mayor/Chairman-1. '
0
__ - rn _
(SEAL) MONROE COUNTY SHERIFF'S -0 -
Attest: OFFICE,
LICENSEE
c
By. By:
Sheriff Richard A.Ramsay
Printed Name:
Title:
Date:
MONROE COUNTY SHERIFF'S OFFICE .notstooccpOUNTYTDAITORNEoYYtt_OFFICE
r 4 tr r�i. 3417thtin/
APPRO D TO FORM: .c PATPCrAHRES
9 O Krtcotalrcfjflei
P K J.McCULLAH
ENERALC SE
DATE: // /7 /aoaa
EXHIBIT "A"
ak#2215 Poo 425
CO
U-4
M
MARATHON AVE. A.K.A. -m
30TH STAW AN
N16-38,41rw 100.0(rip")
CD
CD
QL
c'
uj
CD
z
CS
-v=
--D
-j V, IN
uj
cr
ft
LL
Z�7 CLTM Z LL. z
CD
x --j
cr
slsw4wE i0o.001(p9m)
Nei