01/21/2022 Agreement coun",
000S 0
Kevin Madok, cpA
Clerk of the Circuit Court& Comptroller— Monroe County, Florida
DATE: January 29, 2022
TO: Roman Gastesi
County Administrator
Lindsay Ballard, Aide
to the County Administrator
I 1z Yon
Executive Assistant
FROM: Painela G. Hanco*-C.
SUBJECT: January 21" BOCC Meeting
Attaclied is an electronic copy of the 1*011m5ng itein for your handling:
P3 IntcrIocal Agreement with the Cite oJI'Marathon, as documented in Marathon
Resolution 2021-119, under wIncli the CountN,will loan die Cite up to $1.5 million to help die City
finance the purcliase and rehabilitation ol'a parcel of real estate that %%III support operations at
Pigeon Key. The loan WIII be funded by the One Cent Inf'rastructure Sales Surtax.
Sliould you have any questions please I'Ccl free to contact nie 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
Sponsored by: Garrett
CITY OF MARATHON, FLORIDA
RESOLUTION 2021-119
A RESOLUTION OF THE CITY COUNCIL OF THE CITY Of'
MARATHON, FLORIDA APPROVING AN INTERLOCAL
AGREEMENT BETWEEN THE CITY OF MARATHON,
FLORIDA AND MONROE COUNTY, FLORIDA, FOR
COOPERATION IN ORDER TO FACILITATE THE PURCHASE
OF REAL PROPERTY BY THE CITY OF MARATHON TO BE
USED FOR VARIOUS PUBLIC PURPOSES WHICH BENEFIT
BOTH THE CITY AND THE COUNTY.
THIS AGREEMENT, made and entered into this21st day of January- 2021, by and
between the City of Marathon, a municipal corporation organized and existing under the laws of the
State of Florida (hereinafter, the "City"), and Monroe County, a political subdivision of the State of
Florida(hereinafter, the "County").
WITNESSETH:
WHEREAS, the City and the County are authorized to enter into this Agreement pursuant to
Section 163.01, Florida Statutes, as amended, which permits local government units to make the most
efficient use of their powers by enabling the to cooperate with other localities on a basis Of Mutual
advantage and to provide services and facilities in a manner and pursuant to forms of governmental
organization that accords best with geographic, economic, and other factors influencing the needs and
development of local communities; and
WHEREAS,the City of Marathon has been given an opportunity to purchase a parcel of land
on the north side of Marathon, near the old 7 Mile Bridge which has enormous potential value to the
citizens of Marathon if it utilized for additional dockage, marina slips, and the promotion of cultural
and ecological awareness; and
WHEREAS, the parcel of land in question is in close proximity to property owned and
managed by Monroe County, otherwise known as Pigeon Key, such that improvements made to the
parcel of land will yield additional and lasting benefits to Pigeon Key; and
WHEREAS, in the spirit of municipal cooperation, Monroe County and the City of Marathon
both recognize the mutual benefits that ownership of this particular parcel of land will confer on both
parties and wish to work together to purchase the property; and
WHEREAS, Monroe County has agreed to tend the City an amount of$1.5 million,to be paid
in three (3) installments over the course of three (3) years, which the City will then repay over the
course of the following ten (10)years; and
WHEREAS,the City has agreed to pursue grants from other sources to help reduce the amount
needed to purchase the property and has agreed to reduce the amount it requests as a loan from the
County by any grant funds received; and
WHEREAS, this Marathon City Council has determined that it would be in the best interest
of the owners of properties within the incorporated area of Marathon, Florida to enter into this Interlocal
Agreement with Monroe County; and
WHEREAS,it is necessary for the Parties to enter into this Agreement ill order to spell out the
rights and responsibilities of the Parties.
NOW THEREFORE, in consideration of the mutual covenants set forth herein► and other
valuable consideration,the sufficient and receipt of which is acknowledged by both of the Parties, and
pursuant to Section 163.01, et. Seq., Florida Statutes, the Florida Interlocal Cooperation Act of 1969,
the Parties hereto agree as follows:
SECTION 1. RECITALS. The foregoing recitals are true and correct and are hereby incorporated
in this Agreement by reference.
SECTION N . TERM AND TERMINATION.
2.1 The term of this Agreement shall be effective and run from the date on which the Agreement is
executed by both the Parties("Effective Date")and shall continue until the final payment has been
rendered according to the Fee Schedule attached hereto as Exhibit"A".
2.2 If such Notice of Termination as specified in Section 4 is given, this Agreement shall terminate
within five(5)days thereof.
SECTION 3. PAYMENT
The County agrees to loan to the City the amount of$1.5 million dollars, to be paid in three (3)
equal installments of$500,000.00 to be paid once per year for three (3) years after the effective
date of this agreement according to a fee schedule attached hereto as Exhibit"A". All monies paid
to the City shall be used exclusively for the purchase and rehabilitation of real property located
at 1090 and 1098 Overseas Highway, Marathon, FL 33050, having Real Estate numbers:
00 10 1780-000 100 & 00 10 1780-000200, respectively.
3.1 The City agrees to reimburse the County the full amount loaned by the County over the course of
ten (10)years following the final disbursement, The City shall pay to the County, according to the
fee schedule attached hereto as Exhibit "A," an amount of$150,000.00 each year until the full
amount of$1.5 million dollars has been repaid. This shall be a zero interest loan. Each payment
shall be made by the City to the Monroe County Clerk.
3.2 The terms set forth in paragraphs 3.1 and 3.2 notwithstanding,the City agrees to reduce the amount
of the loan requested from the County by any grant funds that the City obtains to support this
purchase. The City's obligations to repay the loan as set forth in Exhibit A shall be proportionally
offset for any grant funds received.
SECTION 4. TERMINATION AND DEFAULT
4.1 In the event of any failure of compliance by either party hereto with any of its material obligations
to the other party as provided for herein,such action shall constitute a default under this Agreement,
4.2 Upon any such default, the non-defaulting party shall provide to the defaulting party a written
Notice of such default,which Notice shall state in reasonable detail the actions the defaulting party
must take to cure the same.
4.3 The defaulting party shall cure any such default, within 30 days following the date of the Default
Notice.
4.4 Notwithstanding the provisions of this Section, if any such default by the defaulting party remains
uncured at the conclusion of any specified 30 day cure period, and if the nature of the defaulting
party's obligations are such that more than 30 days is required to effect cure, then the defaulting
party shall not be in default hereunder and the non-defaulting party shall not have the right to
exercise its termination rights granted herein as a result of any such default, if the defaulting party
commences cure within the applicable cure period and thereafter diligently pursues cure to
completion of performance.
4.5
4.6 In the event the defaulting party fails to affect any required cure as provided for herein, the
defaulting party shall be deemed to be in uncured default hereunder, and the non-defaulting party
shall have the right, but shall not be obligated, upon written Notice to the defaulting party, to
terminate this Agreement.
4.7 If such Notice is given, this Agreement shall terminate on the date set forth in the Notice and the
parties shall be relieved of all rights and obligations hereunder,except for any right and obligations
that expressly survive termination.
SECTION 4. PUBLIC ACCESS TO RECORDS:
The Parties shall allow and permit members of the public reasonable access to, and inspection of, all
documents, papers, letters,or other materials subject to the provisions of Chapter 119, Florida Statutes,
and made or received by the parties in conjunction with this Agreement.
SECTION 5.AMENDMENT.
This Agreement may be amended only upon mutual consent of the parties. All amendments must be in
writing and must be approved by both Parties.
SECTION 6. GOVERNING LAW,VENUE.
The laws of the State of Florida shall govern this Agreement. Any lawsuit to enforce the terms and
conditions of this Agreement Must be brought in Monroe County, Florida,
SECTION 7. SEVERABILITY.
If any provision or part of a provision of this Agreement is found by a court or other authority of
competent jurisdiction to be void or unenforceable,that provision or part of a provision is to be deemed
deleted from this Agreement and the remaining provisions to continue in full force and effect. The
Parties shall, in this event, seek to agree upon a valid and enforceable provision or part of a provision
to replace the provision or part of a provision found to be void and unenforceable.
SECTION N .AUTHORITYTO EXECUTE,EXECUTION IN COUNTERPARTS.
The persons signing below represent and warrant that each possess the requisite authority to execute
this Agreement and to bind his respective entity through his signature. This Agreement may be signed
in counterparts.
SECTION 9.NOTICE.
Whenever any party desires to give notice to the other, it must be given by written notice, either by
registered first class (J.S. mail, return receipt requested, or by certified mail,and sent to:
For the County For the City
Roman Gastesi,Jr. George Garrett
County Administrator City Manager
1100 Simonton Street, Ste 205 9805 Overseas Highway
Key West, Fl,33040 Marathon, H.,33050
(305)292-4441 (302)289-4111
gastesi-roman(,�,Motiroe(,'.ounty-FL.Gov tt rathon.fl.us
SECTION 10. ASSIGNMENT.
Neither party may assign or transfer any interest in this Agreement without the prior written consent of
both parties, except where assignment is dictated by law. Should assignment occur, and where not
prohibited by law,this Agreement shall inure to the benefit of and be binding upon the parties and their
respective heirs, representatives, successors, and assigns.
SECTION 11. FLjRTHER ASSURANCES.
The Parties to this Agreement have negotiated in good faith. It is the intent and agreement of the Parties
that they shall cooperate with each other in good faith to effectuate the purposes and intent of, and to
satisfy their obligations under, this Agreement in order to secure to themselves the mutual benefits
created under this Agreement; and, in that regard, the Parties shall execute such further documents as
may be reasonably necessary to effectuate the provisions of this Agreement;provided that the foregoing
shall in no way be deemed to inhibit,restrict or require the exercise of the City's police power or actions
of the City when acting in a quasi-judicial capacity.
SECTION 12. ENTIRETY OF AGREEMENT.
This Agreement constitutes the entire agreement between the County and the City, and supersedes all
proposals, prior agreements,and all other communication between the Parties in relation to the subject
matter covered by this Agreement. Except as otherwise provided herein, no revision, amendment or
modification of this Agreement shall be effiective unless reduced to writing and executed by both
Parties.
[REMAINDER OF' PAGE INTENTIONALLY L EFT'BL,ANK]
WHEREOF, the Parties hereto have caused these presents to be executed their
"°. d rs and have affixed their corporate s isher-eon.
BOARDSI
ADOK,CLE K OF MONROE COUNTY,FLORIDA
y By:
As Deputy Clerk David Rice, Mayor
Date-, l /21 /2021
APPROVED
LEGAL SUFFICIENCY
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® c•a:. eerma C,...�+R2Parnm.X,.enrai6=.sfiell:ear�rer..
Robertillin er,County Attorney
MARATHON,PASSED AND APPROVED BY THE CITY COUNCIL OF THE CITY OF
FLORIDA,THIS 14 Ta DAY OF ,2021.
THE CITY OF T ,FLORIDA
a
ro
hn Barts ', h
AYES: ie ,Gonzalez,Cook, Woofsey, Bartus
None
ABSENT: None .
ABSTAIN: None
Diane Clavier,City Clerk.
(CitySeal)
APPROVED AS TO FORM AND LEGALITY FOR THE USE AND RELIANCE OF THE CITY
OF MARATHON,FLORIDA ONLY:
Steve Williams,City Attorney
EXHIBIT "A"
FEE SCHEDULE
pmriniim Date Palment Amount
County to pay City 2/1/2022 $500,000.00
County to pay City 2/1/2023 $500,000.00
County to pay City 2/1/2024 $500,000.00
City to pay County 2/1/2025 $1.50,000.00
City to pay County 2/1/2026 $150,000.00
City to pay County 2/1/2027 $1.50,000.00
City to pay County 2/1/2028 $150,000.00
City to pay County 2/1/2029 $150,000.00
City to pay County 2/1/2030 $150,000.00
City to pay County 2/1/2031 $150,000.00
City to pay County 2/1/2032 $150,000.00
City to pay County 2/l/2033 $150,000.00
City to pay County 2/1/2034 $150,000.00