3. 2nd Amendment 04/20/2022
DATE: April 25, 2022
TO: William DeSantis, Director
Facilities Maintenance
ATTN: Chrissy Collins
Executive Administrator
FROM: Liz Yongue, Deputy Clerk
th
SUBJECT: April 20 BOCC Meeting
Attached is an electronic copy of the following item for your handling:
C3 2nd Amendment to the License Agreement with Friends of the Key Largo Cultural
Center, Inc. for management and operation of a variety of cultural, recreational, and related
programs at the Murray E. Nelson Government and Cultural Center for a six (6) month term
extension and an update of other provisions of the License Agreement.
Should you have any questions please feel free to contact me at (305) 292-3550.
cc: County Attorney
Finance
File
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(Murray E. NTIson Government and Cultural Center)
WITNESSETH:
WHEREAS, the Murray E. Nelson Government and Cultural Center, hereinafter " nEj t off
Building" or "Premises," was built in 2009 for use by the COUNTY for governmen Ice
meeting rooms and use by the public for cultural programs; and
WHEREAS, the MEN Building is the only COUNTY facility designed to provide a
cultural center-, and
WHEREAS, on May 17, 2017, the parties entered into a License Agreement for t
FRIENDS to provide recreational, cultural, charitable, educational, and related programs for t
residents of, and tourists to, Key Largo, at the MEN Building; and
WHEREAS, it is a legitimate public purpose to provide facilities and services
recreational and cultural uses and social functions of the community; and
WHEREAS, COUNTY does not have the funds to hire an employee to be responsible for
developing, programming, and organizing recreational, cultural, and related activities for the MEN
Building; and
WAEREAS, on April 21, 2021, the parties entered into a First Amendment License
Agreement for the FRIENDS to temporarily waive the requirement under the License Agreement
that the general liability, liquor liability, automobile liability, Worker's Compensation, and board
member insurance due to COVID-19 restrictions until such th-ce as-thevarr *=fj P1.
MR
WHEREAS, the License Agreement with Friends of the Key Largo Cultural Center, I
terminated March 17, 2022, but provides in Paragraph 2 for an extension to the Agreement; anid
-TVAEREAS, LICENSEE, has requested an extension of its term for an additional
months to allow LICENSEE additional time to assess its future needs of the MEN Building for
further activities or programs by LICENSEE; and
1THEREAS, the parties also wish to amend the License Agreement to update the Nolv--
Discrimination provision and the Notice paragraph; and
WHEREAS, the parties find it would be mutually beneficial to amend its License
Agreement and enter into this Second Amendment to License Agreement to extend the term for a
period of six (6) months pending an assessment by LICENSEE of its needs and update the Non -
Discrimination and Notice provisions of the original License Agreement, as amended;
NOW, THEREFORE, IN CONSIDERATION of the covenants hereinafter to be kept
and preformed, the COUNTY and the LICENSEE agree as follows:
1. Paragraph 2, TERM, of the original License Agreement, as amended, is hereby amended
to delete the current Paragraph 2, and replace it in its entirety with the following paragraph:
2. TERM. The term of this Second Amendment to Agreement shall be for a six (CS
month period commencing March 18, 2022, and terminating on September 17, 202
On or before the end of the term of this Second Amendment to Agreement, t,
COUNTY shall consider the regular reports of LICENSEE regarding their uses a
participation by the public, and COUNTY staff information regarding any issu
including but not limited to, adequacy of LICENSEE's insurance coverage, facili
2
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maintenance, and utility costs in excess of fees received from LICENSEE, T
COUNTY, in its discretion, may extend this Agreement for a time period to
determined upon determining that the uses of the Premises by LICENSEE are in tj,
best interest of the public, and upon written approval by both parties. Any extensi
of this Agreement may modify the terms of this Agreement as set forth in writing a
executed by both parties.
2. Paragraph 25, NON-DISCRIMINATION, of the original Licensee Agreement, as
amended, is hereby amended to delete the current Paragraph 25, and replace it in its entirety
with the following paragraph:
AMUREIMI
amended, relating to nondiscrimination in the sale, rental or financing
housing; 9) The Americans with Disabilities Act of 1990 (42 USC s. 12101 Note),
may be amended from time to time, relating to nondiscrimination on the basis
disability; 10) Monroe County Code Chapter 14, Article 11, which prohibi
I
discrimination on the basis of race, color, sex, religion, national origin, ancestry, sexu
I
orientation, gender identity or expression, familial status or age; 11) Any oth
nondiscrimination provisions in any Federal or state statutes which may apply to t Ll
parties to, or the subject matter of, this Agreement,
3. Paragraph 27, NOTICE, of the License Agreement, as amended, is hereby amended to
delete the current Paragraph 27 as set forth in the original License Agreement, and replace
it in its entirety with the following Paragraph:
27. NOTICE. All written correspondence to the COUNTY shall be dated and signed
by an authorized representative of the LICENSEE. Any written notices or
correspondence required or permitted under this License Agreement shall be sent by
United States Mail, certified, return receipt requested, postage pre -paid, 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 is
LFUMVEFAMn
delivery or by U.S. Mail upon verified receipt or upon the date of refusal or non-
acceptance of delivery. Notice shall be sent to the following persons:
Monroe County
Facilities Maintenance Coordinator
Murray E. Nelson Cultural Center
102050 Overseas Highway
Key Largo, Florida 33037
(305) 852-7161
on
County Attorney
I I I I 12'h Street, Suite 408
[�_ey West, Florida 33040
FOR LICENSE:
Cultural Center, Inc,
Attn: Nola Aker
P. 0. Box 371688
Key Largo, Florida 33037
(305) 916-8373
MR
Linda M. Kaplan, Esq.
750 Madrid Road
Key Largo, Florida 33037
4. Paragraph 28, CONTACT PERSONS, of the License Agreement, as amended, is hereby
amended to delete the current Paragraph 28 as set forth in the original License Agreement,
and replace it in its entirety with the following Paragraph:
28. CONTACT PERSONS. The following, or their designees, are the contact perso
in connection with this License Agreement: i
MEN License Friends KLCC
6 Month Extension
April 20, 2022
FOR COUNTY:
Robert Glassmer, Building Administrator
Cell Phone: (305) 797-1466
If not available:
Facilities Maintenance
Office Phone: (305) 292-4431
Or
County Administrator's Office
Office Phone: (305) 292-4441
FOR LICENSEE:
Nola Aker
Phone: (305) 916-8373
If not available:
Linda A Kaplan, Esq.
Cell Phone: (305) 978-6256
5. Pursuant to the First Amendment to License Agreement, before the commencement of any
events by LICENSEE under this new term, it shall provide to the COUNTY the proper
Certificate of Insurance exhibiting proof of the required insurance coverage or
alternatively, a waiver of any such required insurances to be approved by the County Risk
Manager.
6. Except as set forth in Paragraphs 1 through 5 herein, all other provisions of the License
Agreement dated May 17, 2017, as amended, not inconsistent herewith, shall remain in full
force and effect.
IN WITNESS WHEREOF, the parties hereto have set their hands and seals on the day
itten above.
BOARD OF COUNTY COMMISSIONERS
EVIN MADOK, CLERK OF MONROE COUNTY, FLORIDA
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By:
As Dep Cl •k a / nnan
yVifri'ses'.FRIENDS OF THE KEY LARGO
CULTURALI✓NTINC:
By: _
tjitn'esT l
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Pi ted.Name of Witness 1
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Printed Name of Witness 2' `J �:C
NM6'4ROEC0UNTYATT0RNEV!15, GE `
VEDj- . 0' 0 M
MEN License Friends KLCC 4 VATAS5187ANF C QRNEY
6 Month Extension
April 20, 2022