Item C01
BOARD OF COUNTY COMMISSIONERS
AGENDA ITEM SUMMARY
Meeting Date: December 15.2004
Division:
Public Works
Bulk Item: Yes x
No
Department: Facilities Maintenance
AGENDA ITEM WORDING: Approval of request by Rural Health Network of Monroe County,
Flori~ Inc. to waive rent payments due for the months of March, 2004 through December, 2004, and
terminate lease agreement for space at the DJJ Building on Stock Island effective December 31, 2004.
ITEM BACKGROUND: In July, 2004, Rural Health paid rent for the months of January and
February, 2004, but due to funding problems have been unable to make any further rental payments. In
January, 2005, they intend to vacant the leased premises and relocate the oral health care clinic to a
centrally located facility in Marathon, rent/maintenance free, via the Fisherman's Hospital Association.
PREVIOUS REVELANT BOCC ACTION: Approval of original Lease Agreement on August 21,
2002; approval oflease amendment on February 19, 2003, modifying commencement date.
CONTRACT/AGREEMENT CHANGES: Waive monthly rent payment of $1,077.25 for the
months of March, 2004 through December, 2004 (totaling $10,772.50), and terminate lease on
December 31,2004.
STAFF RECOMMENDATIONS: Approval.
TOTAL COST: N/A
COST TO COUNTY: N/A
BUDGETED: Yes N/A No
REVENUE PRODUCING: Yes N/A No
AMOUNTPERMONTH_ Year
APPROVED BY: County Atty. --1L
OMBlPurchasing _
DIVISION DIRECTOR APPROVAL:
C-~. J~
Dent Pierce
Risk Management_
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DOCUMENTATION:
Included x
To Follow_
Not Required_
DISPOSITION:
Revised 2/27/01
AGENDA ITEM # C l
Rural
Health
Network of Monroe County, Florida, Inc.
P.O. Box 4966, Key West, Florida 33041-4966
Mr. Dent Pierce, Division Director
Monroe County Public Works Division
The Historic Gato Cigar Factory
1100 Simonton St.
Key West, FL 33040
Dear Dent:
The Rural Health Network has been operating an oral health care clinic at the Juvenile
Detention Center facilities on Stock Island since January 2003, under a lease agreement with
the county. We thank the county for partnering with the Network as we have provided
services to hundreds of clients many requiring multiple services and visits, since we began
the operation. We have served clients from throughout the Florida Keys, as the clinic is the
only one of its type in the county.
We began our operation on January 3, 2003 without a formal lease in place, and were told
that the facility would be available for our use free of any charges for rent. On January 31,
2003, we signed the actual lease and found out at that time that there would be a monthly
rent charge of $1,107.00 to cover potential maintenance costs. We have paid that fee until
February of this year, when due to several unforeseen circumstances, we have had to
continue to operate our clinics with far less funds than originally budgeted.
The Rural Health Network is committed to maintaining the same excellent level of care
and hours of operation to ensure that all who are in need of oral health services but are
unable to afford those services receive care. We ask that the Public Works Division consider
waiving the remaininQ maintenance fees owed totaling $8,800, to help us maintain our
current level of service while we continue to improve our financial position. It is our intention
to relocate the oral health care clinic in January 2004 to a more central location in Marathon,
with the cooperation of the Fishermen's Hospital Association, which has agreed to waive any
rent or maintenance fees. Thus, we will not be incurring any additional county charges
beyond that which is owed plus the month of December of this year.
Thank you for considering our request as together we help those uninsured citizens that
are in need of oral health services but are unable to afford them.
ith Douglass
or Mark Szurek, Ph.D., CEO
Administration. Finance. or Health Services
VOICE 305-293-7570; FAX 305-293-7573; Dental Clinic 305-295-3115
Program Development. Insurance Projects & KidCare -VOICE 305-517-9002; FAX 305-517-9004
www.rhnmc.org
LEASE AMENDMENT
THIS LEASE AMENDMENT, is made and entered into this] 9th day of February, 2003,
between Monroe County, a political subdivision of the State of Florida, (Lessor/County), and the
Rural HeaJth Network of Monroe County, Florida, Inc., (Lessee).
WHEREAS, the parties hereto did enter into a Lease Agreement approved by the Monroe
County Board of COlll1ty Commissioners on August 21, 2002; NOW THEREFORE IN
CONSIDERATION of the mutual promises contained herein, the parties do agree as follows:
1. Article 2 of the original Lease Agreement dated August 21, 2002 shall be
amended to reflect a new commencement date of January 1,2003 and ending on
December 31,2007. (The first two months' rent is payable on or before March 1,
2003.)
2. All other provisions of said agreement approved August 21, 2002 shall remain in
full force and effect.
IN,~~.~s WHEREOF, the parties hereto have executed this amendment on the day and date
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Deputy Clerk
MONROE COUNTY FLORIDA, BOARD
OF COUNTY COMMISSIONERS
BY:,t)~ >n ~
Mayor/Chainmin
RURAL HEALTH NETWORK OF
MONROE COUNTY, FLORID~C.
BY: 7i ~
Ce-t
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TITLE:
LEASE AGREEMENT
FOR
NON - PROFIT ORGANIZATIONS
This Lease Agreement ("Lease") is made and entered into this 21 st day of August, 2002,
between Monroe County, a political subdivision of the State of Florida, whose address is 11 00
Simonton Street, Key West, FL. 33040 (Lessor/County), and the Rural Health Network of
Monroe County, Florida, Inc., (Lessee).
Whereas, the County and State of Florida, Department of Juvenile Justice, whereby there
was reserved from the property described in Exhibit A, the second story in the Detention Facility
Building, pursuant to a Lease Amendment dated August 15, 2001 and an original Land Lease
Agreement dated July 8, 1999 and a Construction and Occupation Agreement (with a third party,
the Monroe County Sheriff's Office), dated November 20,2001; and Whereas the story may be
utilized by the Lessor (or its designees, contractors, or agents) for any lawful public purpose; and
Whereas, Lessee wishes to utilize space for the pwpose of providing dental care services for the
underserved public of Monroe County~ now therefore,
,
The County and the Lessee agree as follows:
1. DEMISE AND PREMISES
For good and valuable consideration, the County hereby leases to the Lessee an area
approximately 775 square feet of useable space, located on the second floor of the
Juvenile Justice Building at 5503 College Road, Stock Island, Key West, Florida. Said
area is depicted as "the premises" on a sketch of the second floor, said sketch being
attached hereto as Exhibit B.
2. TERM
A. Subject to and upon the terms and conditions set forth herein, this Lease shall
continue in force for a term of five years commencing as of the ~ day of
October, 2002 and ending on the 30th day of September, 2007.
B. The County shall have the option to renew this agreement after the first term and
each succeeding term for two additional five-year term periods.
3. RENT
A. The Lessee shall promptly pay the County, in advance, the sum of $1.077.25 per
month on or before the 1 st of each month. Rent is calculated by the rate structure
of $16.00 per square foot per year (approved by the Monroe County Board of
County Commissioners at their 7/26/00 meeting) plus the CPI-U of2.6% for July
2001, and 1.6% as of April 2002, for a current rate of $16.68 per square foot per
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year. Rent shall be made payable to Momoe County and paid to the Clerk located
at the Momoe County Courthouse, 500 Whitehead Street, Key West, FL. 33040.
B. The rental amount agreed to herein may be adjusted annually in accordance with
the percentage change in the Consumer Price Index for all urban consumers (CPI-
U) for the most recent twelve (12) months available.
4. UTILITIES AND MAINTENANCE
The rental amount shall be inclusive of utilities, maintenance and janitorial services.
5. COMMON AREAS
A Elevators, stairs, parking areas within fenced perimeter, grounds within fenced
perimeter, and walkways shall constitute the Common Areas. The Common
Areas of the building are for the joint use of the Department of Juvenile Justice
(DJJ), the Monroe County Sheriff's Office (MCSO), and the County, as well as
their officers, employees, agents and invitees including any operator or Lessee of
DJJ, MCSO, or the County. Any and all such persons shall use the common areas
in a reasonable, orderly, and sanitary manner in cooperation with all other
occupants and their officers, employees, agents and invitees.
B. Each tenant will conduct itself and will cause its officers, employees, agents, and
invitees to conduct themselves with full regard for the rights, convenience, and
welfare of all other occupants in the facility.
6. UNAUTHORIZED USE
Lessee shall, through its agents and employees, prevent the unauthorized use of the
leased premises or the common areas, or any use thereof not in conformance with this
Lease. The Lessee shall not permit the leased site to be used or occupied in any manner
which will violate any laws or regulations of the applicable governmental authority or
entity.
7. ALTERATIONS
The County or MCSO are allowed by contract to make non-structural alterations,
additions, or improvements to the second floor of the DJJ building after reasonable
advance written notice to DJJ. Therefore, any non-structural alterations, additions, or
improvements which Lessee desires to make shall require County permission after
advance reasonable written notice has been provided to DJJ.
8. MECHANIC'S LIENS
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No Operdtors or Lessees will permit any mechanic's lien or liens to be placed on the
Property or on improvements on them. If a mechanic's lien is filed, it shall be the sole
responsibility of the Operator or Lessee causing the lien to be filed to discharge the lien
and to hold harmless and defend DJJ, MCSO, and the County against enforcement of
such lien. Pursuant to Section 713.01, F.S. the liens authorized in ch. 713, F.S., do not
apply to Dn, the County, or the MCSO. DJJ, MCSO, the County and their Operators or
Lessees shall give notice to all contractors before making improvements on the Property
of this provision of this agreement.
9. RECORDS-ACCESSANDAUDITS
Lessee shall maintain adequate and complete records for a period of four years after
termination of this lease. The County shall have access to the Lessee's books, records,
and documents related to this Lease Agreement upon request. The access to and
inspection of such books, records, and documents by the County shall occur at any
reasonable time.
10. RELATIONSBIPOFPARTIES
Lessee is, and shall be an independent contractor and not an employee, agent or servant
of the County. Lessee shall exercise control, direction, and supervision over the means,
manner personnel and volunteers through where it performs the work Lessee 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 Lease. The
County shall at no time be legally responsible for any negligence on the part of the
Lessee, its employees, agents or volunteers resulting in either bodily or personal injury or
property damage to any individual, property or corporation.
11. MODIFICATION
Additions to, modifications to, or deletions from the provisions of this Lease shall be
effective only if made in writing and executed by the County. No modification shall
become effective without written approval of both parties.
12. BREACH AND PENALTIES
The parties agree to full performance of the covenants contained in the contract. Both
parties reserve the right, at the discretion of each to tenninate this Lease (pursuant to
paragraph #13) for any misfeasance, malfeasance or nonperformance of the terms of this
Lease or negligent performance of the Lease terms by the other party. Any waiver of any
breach of covenants herein contained shall not be deemed to be a continuing waiver and
shall not operate to bar either party from declaring a forfeiture for any succeeding breach
either of the same conditions or covenants or otherwise. Payment of the rental amount
shall be prorated if the lease is terminated effective before the end of any month. If the
prorated amount and any penalties imposed for damage to the premises are less than the
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amount paid, the County shall return the excess amount to Lessee. Lessee shall pay the
County the cost of any repairs and clean-up (other than regular wear and tear) necessary
to restore the premises to a rentable condition.
13. TERMINATION
Termination of this Lease shall occur at the Natural ending date, or earlier should either
party determine that there has occurred any material breach of any covenants herein
contained, or either party otherwise deems it in their best interest to terminate.
Termination may be with or without cause, and shall require written notice to be given to
the other party as follows:
A In the event either party terminates for breach of contract, termination shall be
effective at such time as the terminating party shall declare in its act to terminate
for cause, with a minimum of fourteen days notice in writing required prior to
effective termination.
B. In the event either party terminates without cause, the termination shall not take
effect until at least sixty days subsequent to written notice to the other party, and
the effective date of termination shall be specified in said notice.
C. In the event funding for the lease payment comes from federal or state grants, the
agency may terminate lease if no or insufficient funds upon non-appropriation
from such sources, upon giving the County thirty days notice prior to termination.
14. INSURANCE REQUIREMENTS
Lessee shall carry, during the term of this Lease, public liability insurance, including
booily injury and property loss damage to cover all claims, demands or actions by any
person or entity in any way arising from the operation of the Lease. Such liability
insurance shall meet the requirements of the Insurance Requirement Attachments hereto.
Monroe County shall be named as an additional insured under the insurance policy and
such insurance shall be primary and non-contributing with any insurance carried by the
County. Lessee shall furnish the County with a certificate evidencing the insurance
required by this paragraph at the time of executing this Lease.
15. INDEMNIFICATION AND HOLD HARMLESS
Lessee covenants and agrees to indemnify and hold harmless Monroe County Board of
County Commissioners, the Department of Juvenile Justice, and the Monroe County
Sheriff's Office, their departments, agencies, officials, employees, agents, servants, from
any and all claims for bodily injury (including death), personal injury, and property
damage (including property owned by Monroe County, DJJ, and the MCSO) and any
other losses, damages, and expenses (including attorney' s fees) which arise out ot: in
connection with, this Agreement.
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In the event the Lessee fails to purchase or maintain the required insurance, the Lessee
shall indemnify the County, Dn, and the MCSO from any and all expenses resulting
from such failure.
The extent of liability is in no way limited to, reduced, or lessened by the insurance
requirements contained elsewhere within this agreement.
16. PERMITS
Lessee shall secure and maintain all required permits and/or licenses necessary to carry
out any service it provides at the premises.
17. LAWS AND REGULATIONS
A This Lease shall be construed by and governed under the laws of the State of
Florida unless in an area of law pre-empted by federal law. Lessee agrees for
venue of any dispute to lie in Monroe County, Florida.
B. Lessee shall comply with all federal, state and local laws and ordinances
applicable to its activities and use of the premises, and shall not discriminate on
the grounds of race, color, religion, sex, age, or national origin in providing
services or employing staff at the leased premises.
C. Any violation of said statutes, ordinances, rules, regulations and executive orders
shall constitute a material breach of this Lease and shall entitle the County to
terminate this Lease immediately upon delivery of written notice to the Lessee.
18. SEVERABILITY
If any provision of this Lease shall be held by a court of competent jurisdiction to be
invalid or unenforceable, the remainder of this Lease, or the application of such provision
other than those as to which it is invalid or unenforceable, shall not be affected thereby;
and each provision of this Lease shall be valid and enforceable to the fullest extent
permitted by law.
19. DAMAGE OR DESTRUCTION BY FIRE, WAR, OR ACTS OF GOD
In the event that the premises subleased are rendered untenantable in whole or in
substantial part as a result of destruction or damage by fIre, acts or war, or acts of God
this lease shall cease, provided, nonetheless, that the lessor shall have the option of
rebuilding or repairing the premises if he elects so to do and gives written notice as such
election to rebuild or repair to the sublessor within 10 days after such damage or
destruction. If lessor elects to rebuild or repair the premises and does so without
unnecessary delay, sublessee shall be bound by the terms of this lease, except that during
the period of repairs or rebuilding, the rent under this sublease shall be abated in the same
proportion as the portion of the premises rendered unfit for occupancy by sublessee shall
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bear to the whole of the sublease premises. Sublessee shall have the right to declare this
sublease terminated when more than 30 days after the destruction or damaging of the
premises as shall have elapsed without the lessor having elected to repair or rebuild.
20. ASSIGNMENT
Lessee shall not assign, transfer, sublease, pledge, hypothecate, surrender, or otherwise
encumber or dispose of this Lease or any estate created by this Lease, or any interest in
any portion of the same, without first obtaining the written consent of the County. In the
event of such consent, this Lease shall be binding upon the Lessee's successors and
assigns.
21. DISCLOSURE
Lessee shall be required to list any or all potential conflicts of interest, as defined by
Florida Statutes Chapter 112, Part ill and the Monroe County Ethics Ordinance. Lessee
shall disclose to the County all actual or proposed conflicts of interest, financial or
otherwise, direct or indirect, involving any client's interest which may constitute a
conflict under said laws.
22. CARE OF PROPERTY
Lessee shall be responsible to the County for the safekeeping and proper use of the
property entrusted to the Lessee's care, and to process all documents necessary to
continue, without interruptions, any maintenance or service contracts relating to such
equipment for its service life. Lessee shall ensure that their patrons do not loiter or
congregate on the property. Lessee shall not commit waste on the leased premises, nor
maintain or permit a nuisance on the premises.
23. ETHICS CLAUSE
Lessee warrants that it has not employed, retained or otherwise had act on its behalf any
former County officer or employee subject to the prohibition of Section 2 of ordinance
No. 010-1990 or any County officer or employee in violation of Section 3 of Ordinance
No. 010-1990. For breach or violation of this provision, the County may, in its
discretion, terminate this Lease without liability and may also, in its discretion, deduct
from the Lease 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.
24. NOTICE
Any notice required or permitted under this Lease shall be in writing and hand-delivered
or mailed, postage prepaid, by certified mail, return receipt requested, to the other party
as follows:
6
,
To: Count;y
Monroe County Facilities Maintenance
3583 S. Roosevelt Blvd.
Key West, FL 33040
To: Lessee
Rural Heal Network of Monroe
County Florida, Inc.
P.O. Box 4966
Key West, FL 33041-4966
25. FULL AGREEMENT
This Agreement constitutes the entire and full understanding between the parties hereto
and neither party shall be bound by any representations, statements, promises or
agreements not expressly set forth herein and in duly executed amendments under
paragraph 9 hereof.
L. KOLHAGE, Clerk
BOARD OF COUNTY CG:MMISSIONERS
OF MONROE COUNTY, FLORIDA
By ~
Mayor/Chairman
B~~
(SEAL)
Attest:
RURAL HEALTH NEtWORK OF
MONROE COUNTY, FLORIDA, INC.
By
By
7/J~
Mark L. ~urek, Ph.D.
Title
Title
Executive Director
APPROVED AS TO FORM
ANCV.
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