Item C24 BOARD OF COUNTY COMMISSIONERS
AGENDA ITEM SUMMARY
Meeting Date: October 16, 2013 Division: Public Works/En ing_eering__
Bulk Item: Yes x No _ Department: Facilities Maintenance
Staff Contact Person: Dent Pierce 305 292-4560
AGENDA ITEM WORDING: Approval of a Lease Agreement with the State of Florida Department
of Health,Monroe County Health Department to provide continued office space at the Gato Building,
1100 Simonton Street, Key West, FL
ITEM BACKGROUND: Previous staff reductions left available office space in the Gato Building.
In 2009, the Florida Department of Health proposed to lease 1,519 square feet of this vacant office
space for one year for the purpose of delivering public health related education, chronic diseases
prevention, preparation for emergencies affecting public health maintenance of vital statistics
information and certifications, administrative support, delivery of clinical services and environmental
testing and inspection programs. On November 16, 2011 the BOCC agreed to reduce the amount of
space for their needs from 1,519 square feet to 640 square feet, still allowing them to provide an
acceptable level of public health services for residents of the Keys, and the use of this office space at
no charge. The lease has been satisfactory for both parties and Florida Department of Health is once
again requesting to lease space at no charge.
PREVIOUS RELEVANT BOCC ACTION: At the August 19, 2009, July 21, 2010 and November
16, 2011 meetings, the BOCC approved one-year agreements with the Monroe County Health
Department for 1,519 square feet of office space in the Gato building. At the November 16, 2011 the
BOCC approved an agreement to reduce the amount of space for their needs from 1,519 square feet to
640 square feet at no charge. On October 17, 2012 the BOCC approved a one year agreement for 640
square feet at no charge.
CONTRACT/AGREEMENT CHANGES: New Agreement
STAFF RECOMMENDATIONS: Approval
TOTAL COST: -0- INDIRECT COST: N/A BUDGETED: Yes X No
DIFFERENTIAL OF LOCAL PREFERENCE:
COST TO COUNTY: same SOURCE OF FUNDS:
REVENUE PRODUCING: Yes No AMOUNT PER MONTH $ -0- Year $ -0-
APPROVED BY: County Atty OMB/Purchasing Risk Management
DOCUMENTATION: Incl ded X Not Required
DISPOSITION: AGENDA ITEM#
Revised 1/09
MONROE COUNTY BOARD OF COUNTY COMMISSIONERS
CONTRACT SUMMARY
Contract with: State of Florida Dept of Contract#
Health, MC Health Dept Effective Date: November 1, 2013
Expiration Date: October 31, 2014
Contract Purpose/Description:
Lease agreement with State of Florida Department of Health, Monroe County Health
Department for 640 square feet of offices ace in the Gato Building,Key West, FL
Contract Manager: Alice Steryou 4549 Facilities Maint/Sto #4
(Name) (Ext.) (Department/Stop#)
for BOCC meeting on 10/16/13 Agenda Deadline: 10/01/13
CONTRACT COSTS/REVENUE
Total Dollar Value of Contract: $ -0- Current Year Portion: $ -0-
Budgeted? Yes X No ❑ Account Codes: - - - -
Grant: $ N/A - - - -
County Match: $ N/A - - - -
ADDITIONAL COSTS
Estimated Ongoing Costs: $ /yr For:
(Not included in dollar value above) (eg.maintenance,utilities,janitorial,salaries,etc.)
CONTRACT REVIEW
Changes Date Out
Date In Needed Revi e
Division Director C' P 13 Yes❑NoR'**' �3113
Risk Management Yes❑No
O.M.B./Purchasing Ci -13 Yes❑ No[ q-Z0 -+3
Attorne
X-4
CountY Y q 1010Yes❑No� 4Z k.
�
Comments:
OMB Form Revised 2/27/01 MCP#2
51.-AA R E.E M JE N.I
This Agreement is Miade arid entered nnto Iby Mt NROE COUNTY, a pohtica�
subd[Osion oif the S,taite of Florida, whose address is 1.100 SGIB onton Street, Key
West, FL 330410, ("COUNTY" or the "LESSiOR"), and STXrE O FLORIDA,,
DEPARTMENT OF HIEALT-H, MONR101:` COUNTY fIEALTH DEPARTMENT ("TENANT"" or
the "LESSEE"), a noin-profit corporatim"i iricorporated lin thie State of Florida, whiose
address is 1100 Simontion Street, Key 'West, FL 330410�
WHEREAS, the lBOCC leases preniises to other igovern iiMental agencies and
not-for q)roflt organmzations serving the COW"Ity CM`rMJrflt-y; and
WHEREAS, the State of Aorldai, Departiment of Flealth, Monroe Counity
Hea th Departiment has, Irequ.uested Use of County office space; arid
WHEREAS, the State of Rorida, Departrnen't of Health, Monroe COUnty
Health Department provides essential services to the citizens olf Monroe County,
and works to lirnprove the health of the publi,c through prepairedness, eidUiCatu,Dfl,
preventioin, the delivery of chnical services, and by conductlng enviroinmental
lnspection i testing programs; and
WHEREAS, the COUNTY owns an office [xAdk-ig kinown as the Gato IBuflding
at 1.100 Simonton Street, Key West, Florida; and
WHEREAS, dhe Gat,(,) BUIlding has a nUmber of vacant offices dUe to the
reducflon of tfmmµ County workforce; and
'WHEREAS, the BO Ih as determinied that is ln the best finteirests of Monroe
County 'to l ne UnUsed oiffice space at the Gato BUilding;
NOW THEREFORE, IN CONSIDERATION of the promises contained hereir� the
parfles agree to the foplowing.
1,. pjMpjMy_, 'rhe COUNTY Ileases exclusively to the LESSEE 640 square feet
of i s,place; offices 1-17.1, 1-172, 1-1,73 and 1,-174 in the Gato, Bufliding and
which is shown on Exhibit A,, hereafter the premises, Exhibit A is attached and
made a part, of &0s Agreemient.
2 L The term of thiis Agi eement is, for a peir�od of oine (1) year beginnnnig
Novembinnr 1, 2013 through 01<11ober 31, 201'1 ,
3, 95k-.AN-P—&,QNP1T1Q-N.5, The premises sl-wa be Used solely for the
PUrposes, olf dellveiring State of HmIda, DepartMent of Flealth, Monrole County
p-Ieaffli Departrneint services, includiing pubhc heiaith related educatioin, chronlic
disease preveindon, par epairation for emergencies affecting PL,011c health,
mailntieniance of vital stadstics mforniatilon and cicn"tfficadons, adiministratlive support,
d6very of chnicai servilicies, and environrneintall testing and pnspectlon programs. If
the Ilnrunrrnmsean are useld for arry other piurpose, tl"ie C10UNTY shall have the option of
pn"wnedlat,Oy teirr'ninalflrig this Agreiemient,, LESSEE sal-,ail not perMit army use of the
i,:weim se s En any manner that would obstruct or nnteirfere wib�i any COUNTY I-ILHIOJ0111'15
and dudes,,
The LESSEE w0l fuirther Use and occupy sa d prerrflses in a cat-&Lfl and proper
manner, and not corm nit any waste tl"weireon. 1JESSH" wHI not cause, or- alliow to be
caused, ainy nUisance or objechonable activity ir.,d any nature on ttie prernpses, Any
actNifles in any waxy kivopvkig hazardous rnateirii,a[ or SUbstances of ariy kind
whatsoever, 6ther a,,,, those ternis may be idefineld Under any state or, fe!deral iaws
r3r- regudabons or- as those terms air understood in conirrilon Usage, are speicfficaHy
prohiNtied. 'rhe LESSEE wild not use occupy sap preniises for any t.,4NawU
purpose and wiH,, at LESSEE's soldle cost and (",,xperise, conform to, and obley any
preserit oir ftftUre ordinance and/or rules, regiula'Uons, reqLflrernerits and tinders of
governmientad authohltues, or agencies respecting Vv Use and occupadonr olf said
p neuron samp,, These covenarits of the LESSEE shall also ble binding oin the use of the
prernises by IpeirsonnO, vo]unteers or clierits of LESSEE in access,i,ng any common
areas of: the Gato IFSUHdin pip
.
4 RLN Jr., For. the Use of the pirernises, the LESSEE miust pay the COUNTY thie
sun,i olf $-0- per year, for 6,40 square feet of offi(:,le space at $-01- per siqUare foot,
vvhich rental surn par due mn i-nonthly kistlaHn'ierltS Of $-0-. The COUNTY w0l kivoiice
the LESSEE each rrionth and 0-rese twelve montNy payments shaH be ren,mitted to
Monroe COUrlt'y' Oerk's Office, 5010 Wh[tehead Street, Key West, FL 33040. If as
warrant in payrnient of an invoice iS [10t uSSU,ed witNn, 40, days after recer pat of the
invoice and receipt, rinspecdon, and approval of the goods and services, the LESSEE
shaH plaiy to the LESSOR, dn addrbori to d"ie arnOUnt of the unvoice, interest at a rate
estabhshed pursuarit to, F,S, section 55403(l) on i'fie unpaid badance from h
tie
expiration of such Ott day period until such dme as the warran't its pssued! to, the
LESSOR,
as Addidonad consucleiradon fromi each party�
Hectricity,, offilce rriaintenance, office icdeaning, ani(-.1 docad phorie caHs wM be
provi'ded by LESSOR at no, additional cost to LESSEE, urfless, the OCCUplaflon of: the
prernrses has as significant drnpact on any Of SUC[l costs to LESSOR, in whidh casie
the parUes, wfll 6ther renegotiate the con sides-abon or IMUtLH.1HY terminate Ns
agreer-nent, LESSEE shaH b ndtfed to use the comi"71on area of the, Gato
BUfld4-ig, such as bathroorns, lobby and other commion areas 4icidentad to the
PLAirpose of their occupancy rap.the prerrOsies, uncluding use of conference rooms-
5, J_AX, U' The LESSEE rm.ist pay aH taxes and assessments, in&u&Ig any
sap es or use tax, Ilevied by any governnient agency wuth resplect to U,'se LESSI�`Fs
opera'bons on the pirernises. If at any fln,w after any tax or assessr-rent has be(.:orne
dUe or' payab e, the pessee, or its legai representative, neglects tio, pay the tax or
assessment, UESSUR sp,mall Ibe entiflecl to pay the tax or, assessment at ainy tirne
afteirthat and the amount paid by LESSOR shaH be deernield to be ad&hoinaf rent for
the peased prernrses, dtje and payable by the iesse(,!,
6� JB_5VRMQL. The IDepartment olf Health, tate of Hor da, provides GeneraI
Liability Coverage foir Monroe COUnty HeMth Deparb-anent Operations thMUgh the
D� iviision of Risk Mariagein'ien,it and the State Risk Managenvint TT-Ust Fund,, Horida
Chapter 284 and Section 768,24(116), authorize tl-�e State to administer, a self.,
pnsurance progran and F.S. Section 768,,24(5) currendy !sets thie� generap hability
coverage hmits als foHows: $100,000 each! person, $200,000 each occurrence,
at
T, _CQ_UgLTLQN ___QiLERL "rhe LESSEE must keep 'tl"ie paresis es in good
oirder and cond"tion, Tlrie LESSEE in-niust pirornpdy darnage to the par manses.
At tl,°ie end of the teirm of"' this Agreement, the LESSEE must SUrrendeir the preinlises
to the COUNTY in the sarrie good order and coridftiori as the prenlises were on the
commencement of the term, noirirr4 wlear acrid to air excepted. The LESSEE is s6lely
re onsibile for any In-iprova inn ents to �aind and E)PPUrtenances Iplaced on the
prernIIs ass.
8, 1,MPRQV N No StrlJcture or kniprovenlerits of any kind shak 16ale
placed upion th,e land vivithout phor appriova11 in wtJUng by the COUnty Acirninistrator,
as buiWing per-rnit aSS,Ljed by the COUNTY and any other agency, felderal or state, as
req(,fted by llaw, Any SUCII structurie oar improvements shaIi be constructed in a
giolod and workt-naniHkie manner at 1.,ESSEE's sole cost and expense. SUbject to any
ianidpoird's Hen, any, structures or impri,,.ilvemients COrISt'I'LlIcted by LESSEE shaH be
removied by the LESSEE at LESSEE"s sole, cost anid expense, bly midnight on the day
of tier-mination of triads Agreement or, exitension hereof, and the pand restored as
nearly as practicaiI to nts, conidiLk"M at the Urne this agreernent is exeCUted unless the
Bloard Of COUrlt)( Commissioners accepts in wirliting delivery of the premnse!s together
Mth any strIUCtUMS or irnprovements constructed by LESSEE. Portable or
ternpoirairy advertising signs are prohibited.
LESSEE shaH perforn-i, at. the solie, expiernse of LESSEE, all work reqUired an
the preparatiori of thie property or prerTluses Viereby leased 'for OCCUpancy by
LESSEE; and LESSEE dioes hereby accept the deased piroperty or prernises as, now
being in fit and tenantable ci,,)ndition fror aH pn,rrpioses of LESSEE.
COUNTY reserves ti,,ie nIqht to kispect the ieased area and to reqUire
whatiever adjustrnent t(:n structuries c,)r, improveirr�ents as COUNTY, 0 1 its s0e
6scretion, deeirns necessary. Any adjustri,i(ents, shafl Ibe done at LE'SEE' sole costs
and expenise, Any biuHding permits m,;ciught Iby LrESSEE shall ble slubje-oat to per"irrit
fees at LESSEE's soe cost aind expense.
9, "rhe LESSEE, as as state agiency or
subdivision as defined in Section 768,,28, Morida Statutes, agrees to be ftffly
responsdWe to the Ikrn its set forth in such statute for its own negHgent acts or
ornissions, or 4,ftendoir4 tortuous acflons, wl"Och Ireruuadt rn claims or suits against
either the County or tl-w I ESSEE, and agilrees to be Hablie 'to the statutory IH malts for,
any darriages, proxnniatiely CaUsed by said acts or oin,iissions, or intentiiona t0r`tU0LJ5
,acts,
The County, as as p6litical sub-division of thile, State of MorJda, as
defined in SecUlon 768,28, Morida StatUtes, agrees to be fuilly responsibIe to the
hrnfts set to in such statUte for its, own inegligient acts or" otnissions, or intieftionali
LOMIJOUs acts, which resWt in clairns or, SWtS against either the t-ESSEE or- the
COUnty, and agrees to be fiable to the statUtOify 1jrTirts for- any darnages, proxiniately
caUsed by saW acts or oimisskms, or, iritentional tortuous acts,
Nothing contadned in this Slection shaH be construed to be as wadver t')y
either party of any Iprotections under sicwereigrs irnrl'ILUflty, Section 768.28 dear da
Statutes,, or any other similair provision of law. Nothing contailned hier6r,i shaH be
constn.,wd to be a colinsent by itheir piadl-y to ble SUed by third parties in any matter
ahsing OUt Of thiS or any ottier AgreemerA.
3
10, LESSOR and LESSEE agree that there will be no
dischrninaflon aga4ist any persori, and it is express�y understood that upon a
detern"0naflon by, a court f cornpeten't juris ran cflon that discrimination has OCCUrred,
this Lease Agreement aUtiomaticaNy terrnunates withOLA ainy further, action oirl thie
part of arny Iparty, effecflve the date of the court order, LESSOR and LESSEE agree
to coirnp y with all! Federal arid FlorWa statutes, arid all local or&iarices, as
applicable, relaflng to, morn d isicri rn inaflon,, 11iese include but are not hmited to: 1)
T'itle V1 of the CM1 Rights Act of 1964 (PL, 8,8�-352) M-,kh prohibits discrimilnation on
the than s of race, co]oir- or nadona ordgin; 2) nue IX of the Education Arrienidi-nerit
of 1, '2, as an-wrided (20 LJSC ss, 1.6181-1683, and 1685-1686), wHdh prohibits
discriminabon on the basis, of sex; 3) Sec,Uon 504 of the RehabihtatJon Act of' 1,973,
as amended (20 tU�SC s. 794), which prohibdts d!iscrimination on the basis of
hand�caps; 4) "The Age Discrimination Act of 1975, as arnended (42 USC" ss. 6101 .
6107) whic.h piro rind often discrk'n,Inadon on the bas^ of: age; 5) I'he Driug Abuse Office
and 'Freatn-ient Act of 1972 (PL 92-255), as ariierided, relatinig to nondiscrimination
oin tlhe basis of drug abuse; 61), 1'he Comprehensive Ak,�.ohiol AbUse aind AVcohofiSffl
PrevenUon, -Treatment and Rehabilitation Act of 1.970 (tit.,.. 191-616), aS amended,
relating to nondiscriminadon on the basws of alcohol abIUSE! or aNcohohsm; 7) he
Public Health Service Act of 19,12, ss 523 and 527 (42 USC ss. 690dd-3 and
290ee 3,), as amended, r6adng to confIdendaky of alcohor and drUg abUse patilen't
i ecords; 8) 1-Me "VIII of the CM1 Mglhts Act of 1,916�8 (42 USC s. et s,eq.), as
arnended, r6adng to noindiscrpminadon in the sale, rental or Finaricing Of tIOUS41g;
9) The Americans with, Disabifltles Act of 1990 (42 LJSC an, 1201 Note), as rnay be
amnia nded from Hr-ne to flm1(-,.,, relatilng to nondiscriminatilon on the basis of dasabifity;
110) SecHons 13-1,01, et sawn, Monroe Courity Code, relating to discrininnaflon Ibased
on race, cio nr, sex, religion, disablifty, nabor-ia origin, ancestry, sexual loderitation,
gender Weritity r an:xpress0n, famihal status or age; 1.1.) Any other
nondiscriminadon prov sions, in ariy Federal or state statUtes wWch may app]y to,
the parties to, or the subject niatter of, d')Is Leasie Agr(,.-,,�iernent.
11 . 1N.AJLQ_JN, 7'his Agreerneint rriay be ter-Minated at the dlscretlon of
the COUNTY in the folHowing circumstances�
an Lessee fails to pay the rent whEMi dLAe;
b) Lessee fails to obtaJrw the 4ist,jraince reqWred under tWs pease oir aHows
tt,ne required unSUrance coverage to paips,e or faH b6ow the rnWninrlUm reqUh'E�d;
Lessee otherMse breaches the term'., of tlfls- lease,
UnWess the COUN'TY has accepted dn writing an clelay in pr,.,nirforirnance of dUdes, the
faflure to perforrn saW duties shaH conStitUte an defaiult under the terryis of this
agreement. In the case of defaLflt/bir-eadl), the COUHWI-Y shaH first give LESSEE an
wr1ttein nodficatiori stating the default/brealch and tenant. LeSSE7e has, ten (10) days to
correct the defauftlbn each. If the t,.essee has not clorm"nenced correcdon of the
defaLdt/breach at the end of the 10 days, thein &w COUN'T-Y may ter mliriate thie
lease urn its discretion,, If it shaH be necessary to ernp oy the servlces olf ari attorney
in order to enforce 'its rights under th s Agreement, the COUN'TY shaft be endtled to
reasonaWe attorney's fees. Waivic!r of a defaWt in arvy patticular month shall not
b� wd the C10LJN1-Y to floregio the provis ons of th Ipar-agraph and any SUbsequent
defaWt shaU be grounds for terrnpniation,, 'Tf-w C-01UN-l"Y may l n its dins creUon treat dhe
LESSEE in defaWt and ter-minate the agreement 4iirnechiately, without pir-pior notice,
Upon failure of LESSEE to C01Mply VOth any pro,Msloin of tNs Aten eeirrient. L.ES-SEE
4
imiay terrninate this Agreerrient up oin gMnig thl rty days prioir wrltter rioltice to
COUNTY,
12w D LESSOR'S right to repossess, operate, or SUWease� If the riental
reserveld by his lease olr other charges to be paid Urider this lease by LESSEE, or
any part of tNs lease, are rwt paW when clue and rernain unpaW fi()r a period of 10
days after notice in, writing, or if LESSEE falls to prim ornizitly pierforrn any covenant,
clondition, or agreery,writ by it, to, Ible plerforr'ned under tNs, lease and siu(,,h faflUre
shaH cor'Ainli.ie foir a plerilold olf ten (10) days, after, niotice irs writing specifying thie
nature of such fclflUre, or ff ILESSEE abandons the dernisled prernises, or. if LESSEE
breaches any obhgabon undeir th s harry to ble performed by it which cannot be
CUred, 0"iert , and in any such everit, LESSEE shall Ibe dee,rned to be in defaUit and
LESSOR, Mth!WA fUrther, niotice may at its option to possession of the leased
prernises, indluding aH in-iproviennents and fNtUres and eqt,fipment located at, in or
aboult the prerrilses,
By Oegal prioceedings, t ESSOR shaH take, operate, or sMule ase the prerr0ses,
ln wh0e or in part, forth acic,DLAn Uw, L LE
t of , ESSEE as the SSOR ln glood fai m th ay
idleem proper, for a terM riot exceeding the unexpired peiriod of thie full teirm of this
VIease, LESSOR shaH recOve aH proceeds and rent accruing frorn such, opleradon olr
SUbleasing of the leased preirnises or fiXtUres and equipment, LESSOR shaH a piy
these proceeds first, to the paynilent of aH costs and explenses, liarurred by the
LESSOR ln obtaining the possession of, and the op eraboin or suWeasing of the
piremises or fixtures aind equipinient, iricluding reasionabl'le attorney's fees,
CVIMT'0ss�lons, and colk,,,cftlon fees, and any alter ation or replak-s reasonaWly
necessary to enaWie the LESSOR to oper-ate 011" SUblease the fir ienilses or fixtures
and equipment; and second, to the payment of aH sluch arnOUnts ai,,,,,, may be diue or
blecorne payable Unider the provisions of this lease, The remaining b,Mance, if any,
given by thie LESSO,R to the LESSEE, shaH be paid over to the LESSEE at the
expiration of the fuH term of this leasie or on the sooner terminadon, oif the lease by
w0tten noflce! of terriflneition,
Repossession or subleasinig niot a terniinadon; LESSOR'S right to terr'ninate
not forfeited: No replossession, qperaflon, W' SUbleasirig of the premises or of
fixtures arid equiprneint shaH be construed as an election by the LESSOR to
terirTflnate this leasile unless a writtlen notice olf sudh lintendon is given by tl,,re
LESSOR to the LESSEE, Notwiti-istanding any such operatlon Cit' SUbleasing MthOUt
terrninadon of this lease, the LESSOR rnay at any Urne after ttiat (fled to, terniinate
the lease un the event that the LESSEE rear Tins in default Under this lease,
LESSEE'S rid filgadon to play deflciericiesr In the event 'the proceelds of rentals
received bly the LESSOR under the provisioins olf 0,0s Section are hISUfficil to pay
aH costs a:nd expenses and all airriOUnts due arid becorning rate undier this lease, the
LESSEE shall Ipay to the LESSOR on dernand sucti deffi-J err cy as may occur olr exist,
LESSOR'S rlght to U,,_,riminate lease: In, the event of ILESSEE'S defaWt, LESSOR
may, at its ol�:)ltion WithOUt further notice, terminate this lease and a,ll interest of
LESSEE under tWs ieasiel, and may then take Ip ossession of the leased piremises by
�lega� proceedings.
LESSOR'S rilght oin termlination to recover wl'IOUnt equal to rf,�nt re,,sierved, If
this dense is terr-ninaLed by the LESSOR by reason of any deftu,Ht by LESSEE,
LESS�OR shaH be entitled to recovf.n- fron,i tht,! LJESSEE, at the Urne of such
5
tern,iiination the excess, if any, of bl"ie arrmUrlt of" rent reserved in this tease for the
balance of the terrn of the leasie
LESSOR'S r*erniedres are CWTILIIaUve' Each and rli of the rerniedies giiven to
the LESSOR iri this lease oir by Ilaw are cun-mflaUvie, and ttie exercise of' one rrght of
remedy shall not irnpair its right to exercise any othier right or rea"wdy.
11 PC;fAUkT-AfA'j.YM The waNier by the LESSEE or the COUNT-Y o an act or
omrssloni that constitutes a defaUft of ain obligation under this Agre earn ent does not
waive another default o f that oir any otheir obligation,
14 ..'he LESSEE may not assigin this Agreeffient or assign or
subcontract any of its obhgadons under this Agreefflent wltl„mut the approvM of the
CO,U,NTY's Board of Cour ty Corr riiass,Ioners, All the lobligiatio�nis olf this Agreement
wifl extend to and bind the hegal relpiresientatives, succiessors and assigns of the
LESSEE and the COUNTY,
15, Tinis Agrelement is subordinate t:o the laws and
regulations salt` the United States, the State of Florida, and thie COUNTY, whether in
effect on cornmencemen't of this lease or- adiopt(-nd after that date.
16. qQ.M- N-jh&-LAW5LVX,N-M-L This Agreement Is governed, by the laws of
the State olf Florida appkable to contracts made and to be performed entir&ly in
the State,, In One event that any caiuse of acUon or adirriinistrative p ran celedlng is
instituted for the enforcement or interpretatiml of this Lease Agrel rear ent, the
UESSOR and ILESSEE agiree 'tha!t venue MH He in the appr-oprlate COLfl-t or Il efore the
appropriate adriilnlstradve body in Monroe County, Fk)rida, 'The LESSOR AND
LE'SSEE agree thait, iri the evient of" cionfkting i rite rprietado ono o the terms or a term
of this I-ease Agreernient by or Ibetwnwueen any of thern the isslue shaH be SUbn"fltted to
mediation pdoir tio the iinStltUtlOrl of any other adniinhistrative or legal proceeding.
1.7. This Agrelement has been carefUlly reviewed by the
LESSEE and the COUN'TY. 11'heirefore, Oils Agreement is not to be coinstrued against
either party on V°iie, l aisls of aUthorship,,
18, h&ljr S. Notices in this Apr leement, unless otherwise speclfied, MUst be
sent by certified mail to the fc)Howing:
MUN-1-Y L-USUE
County Adia"ilinistrator Monme County Heath Department
"or T-ian Gastesi, k. Roblert, Each le, Adm nistrator
1100 Sfmionton Street 1100 Shrnonton Street
Key West, Ft 330,40 Key West, �FL, 33040
19 LESSEE is, and shal] Ible, 0 the performance
of all works, services, and activities k,lnnder Ms Agreernent, an independent algency,
and not an employee, agent or, servant of the BOCC, L.ES�SEE shaH exierbise control,
direcdon, and super0sion over the personnel arid VOlUnteers who use the priernises.
�LESSEE shaH have no authority whatsoever to act on 1.)ehalf and/or as agent for. the
BOCC un ariy promicx,,,, agrelernent or" representatiolin other than sp(,,,�cffically proOdeld
for, in tht s agreement. The BO,CC shall at nio fln-iie be 6iegaRy responslble for any
negligence on the part of LESSEE, its c,,!irnployees, agents Or' VOlUntleers, resuffing in
6
either bodPy or personal lnjiury or proplerty damaige to any inidividUaW, property or
coirpora born,.
20,, Q_,J,M_ C_p, TMs Agreement" ls the parde' fdn:al mUtual
uniderstanding, It rep�aices any earfier agree mes"its for understandings, wtiether
written o,r or ad, "rlmiis Ag ran enient cannot be modified or replaced excepit by another
written and spgin(�,,.,d agreement,
2 ftL
LESSEE, its agient, emp[oyees,
customeir', CoUpipflers, and patrons shaH have the right of ingrE,Ss and egress to, and
from the dease prernises, which shaH not be Unreasonably restrrctecl by the
CO U MY,
22, jq LC z"T_Qf_015py&T.j_qN_AhjpR9P-AA8.,5,, LESSOR shaH have access to, tlie
prernases, arid each aind every part ther-elof, CkjrWnq LESSEE'S regWar bUs�ness h0UrS,
for thie purpose of inspec'Ungi than sarune, making repairs, and posting notices that
LESSOR may ideenn to be for the Itnrcntcrctpcara of thie LESSOR or the property,
23. AM"P Z. Th�s Wiease rnay be modffied or
arnended or0y by a wrrWflng duly aUthorized and executed by both LESSOR and
LESSEE, It may not e amended or in"iodffied by car agreeiments or t..jr-Weirstandings
between the parldeS Unless the saa'ie shall be, reduceld to wiriting dLdy aUthorized
and executed Iby both IlLESSUR anid LESSEE,
24 No hiolching over and cont4-madion olf ariy' b'LA in of the
LESSEE after tf"ie expiration of the terM Idncareof a;KaH ble conskiered to Ib as reniewal
or exterision of this Wease unless written approval of such holddng over and as
defir0te agreernent t uich effect ds sign d by the LESSOR definliinig the feng!th of
such addibional terryi, Any hoWing over WfthOLA c()nsent of the LESSOR shall be
consWered to be as day-to-day tenancy at a reintad of three Umes the dailly rate of
fl,-ie 'fixed miniu"Kim monthly rentaN provided heirein, computed on the bas of a, 30-
day mo�nth.
25 N T J-Jiis wribing enibodies the r�n e a em,., drgreent aind
_
Understanding between 'the, parties hereto, and there are no oflser agreements anid
Understand i rigs, oraW or written, with reference to the SUbject matter hereof that are
not merged herein and napes rseded heireby. Any ar�riendment to fts Wease shaH be in
wrWdng, approved by the Board of Count Corrmissioners, anid si ned by both
partWes before it beconies effecdive,
2& .RAAWJY, If any tern,i, coveriant, condidon or provis0n of tWs, Lease
Agreement (or the application theireof to any d1rou nis;ta rice or person) shall be
declared ninvaHd or urienfoircc,,.,aWe to any extient by as coluiit of competent juric dictiolin,
ttnina remaii'iirag teirms, coveriants, clondiflons and provisions of this Lease Agreement,
shaH not ble affected thereby; and each reirnaining terimi, covenant, conditiori and
�pirovisioln of th s Lease Agreement shall b. e valid and shaH be enforceaUie to the
Wflest exteint plermatted by law undess the enforcement of the rema�ning terms,
covenarits, condltions anid pro0siolls of this Leasie Agreement wot.0d prevent the
accorTiij,,'.)I11i�'�,hr',nier'it atilt tl,°ie origirW iritent of this Lease Agireernient, The LESSOR and
LESSEE agree to reform the Lease Agreaarnent to replace any stricken provision wid)
as vand provis�on 0-,iat comes, as c sie as possibk,? to the Wntent of the stHicken
provision,
7
2T, The LESSOR and LESSEE agree that En
the event any caUse (,,,jif action, or adiniinistrative proceeding is dnibateid or defe-nded
by any party r6aflve to the enforcement or interpretation of this Agreenient, the
prevaHing paity shaH be entitled to reasonable attorney's fees, court, costs,
drives Ugative, and out-of-pocket expenses, as an awair'd against the nioin-pirevaihnig
patty, and shaH inciude attorney's tees, icourts costs,, invesflgatJve, arid OLA-0if-
po(-11e,et expenses dn appeHate proceedings. Mediation proceedit-igs inidated aind
conducted pursuant to this Lease Agreement shall be i:n accordance with the Fiorida
Rulles of Civil Proiciedure and us,UE31 and custorTiairy piroicedures reqUired by the circuit
court of Monroe Cotinty.
28 '' NMRC_3 EfeJECT, The terin,is, cloveriants, conditdions, and provis�ons, of" this
Lease Agreernent shaH bind and klUre to the benefit of the LESSOR and LESSEE and
their respective degad representatives, successors, and aissigns,
291. AUTfl_()_PM,, Each party represents arid warrants to the other U,,iat thie
ex1eCLJd1c,)n, dielivery and performance of this Lease AgreeirTI(EM"It have been duly
ailftflorlzed by all necessary County and corporate action, as required by law.
30.
_P._L$AgRC
LESS,O,R and
LESSEE agree that aill cdls,puties and idusagireernents shaH to atternp,ted 'tio be
resoived by rune and corifer sessions between representatives of each of the
pafties. If no resolution Clran be agreed UpOrl vvntNn 3O days after the first n'wet and
confer session, the nSSLPC! 01r issues slnaH be id sciussed at a pubhc meedingi of the
Board Of COUnty Conirnlss oner's, If the issue or iSSLIE�s are sitWl not resolved to the
satisfaction olf the Plafties, theri as party shaH have the right to seek Sluch reHef or
remedy as, may be pr-ovWed by this Lease Agreement or by Florida law,,
31 g' 'L In
n n the event ainy adirrOniistrative or legad proicee&i g do
QEFJ.All -
MsUtuted against eitlher p airty relating to the formation, exie'CLIUCH1, pie,rf"ormancle, olit"
breach of tt*Os l-ease Agreement, LESSOR and ILESSEE agree ]to, pairdicipate, to the
extent reqLJried my U-ie other pafty, in aH pirocieeddngs, hearings, processes,
rneeting', and other activitJes, r0 ate d to the substance of tl'ils Lease Agreernent or
pirovision of the sen�-OCeS Unider tNs Lease Agreernent, LESSiO,R and LESSEE
spiecificaHy agree that no party to this Lease Agreement shall be reqWred to enter
into any arbitration proceedings related to this Lease Agreemient.
32,, 9DY,9,N-A N-T--Q.-A .fro LESSOR and LESSEE covenant that neither
presently has any k'iteriest, and sfhaIl riot acqUire any interest,, which w,ould conflict
in any manner, or delgree with its pierforrnanCE� Under 'this Iteaase Agreement, and
that the only interest of each is to perform and receive bienefits as recited dn this
Lease Agreement.
33, Cqj?j _QEM.U_X5, LESSOR agrees that officers and eaiployee f the
COUNTY recognize and will Ibe requIred tO COMPly Wid") the standards of conduct for
PUbiflic officers and eri,iplloyiees as deHrieated in Section 112,313, Roiddia Statutes,
regarding, bUt nolt limited to, sioHicitation or acceptance of igrfts;, doing biusiness with
one's algency, uriauthorized com mien sabon; rT,)*isuse Of pUbiflic positioin, confhctiing
em,)itoyirnent or contraCtUal relationship; and diSCIOSUire or usle of certadn
i n fo r-rn a t l o n,
34 QA0 Th(! LESSOR airi d LESSEE w arrant that, 41
Tj_gALjpA
.
.-�Y�M—0-T,
respect to itself", it has neither empiloyed rmr reta4-ted any cornpany or person, other
than a bonai fide eimp loyee working solely for it, to sokit or secuire U)is I-lease
Agreement and that it has riot paid or agreed to pay any pension, cor-npany,
corporation, k°dMdUal, or firm, other U ian a bona fide emplloy,ee working sol6 for
lt, any fee, coirnryiissron, per, ientage, ift, or alther corisideration contingent upon or
resulting from thie award or nrviakiping of tWs, Lease Agreement,, For the breach or
violaflon of the provision, the LESSEE agreves that the LEESSOR shaH Ihave the right
to teirmiriate this Lease Agreeimerit, without 111ability and, at its discredon, to offs,et
fror'n monles owed, or otherwise recover, the full amount Olf SUCh fe-e, COrTIMIISSiOLI,
pay ercientaigie, gift, or cons,Weratior-r,,
35,. RUALHL-ACM5 Phe LESSOR and LESSEE shall aliolw and permit
reasonaVe access and rnspecdon of, all dOCUnients, piapiers, letters or other
rnaterialls in its 1,,)ossession or under, fts control subject t�o the provisions of Cl-napter
119, Florida Statutes, and made or rece ved by the LESSOt , and LESSEE ill
conjunctiori Mth th s Lease Agreen,-)ent; and the LESSOR shall have the right to
uinHatei-aHy cancel this, Leasc,r Agreememt Upon Oolation of tWs provision by, Lessee.
36,, N_QN=-VYAMft M_Q 'L -6ng the prov�sions of Sracy;.
X Notw[thsta�
768.28, Florida StatUtes, the particlpaUon of the LESSOR aind LESSEE in this Lease
Agreernent aind the a(-qLdSiVW1 of any corn mercial liability lnsurance coverage, seff-
insurance coverage, oir loicall governlment hat)Wity iinsurance Ipool coverage shaH not
be deen"ied a waiv,eir Of iMjrjjUirIpty to tl-ie exterit of Ilrataaillty clover age, nor slhaH an'
contract eriteired lnto Iby die LESSOR, be reqr iired to contain any provision for
waiver,
37 _AMR..,X,MM of the privileges and HI"HIlUniti fro es rn
. _NJIM All
habilky, exernpUons frorn laws, ordina nices, and riules and penskms and reHef,
disabMty, workers" coirTip n esaitio n, and other beriefits whic�,,r apply to t[ie activity of
officeirs, age,nts,, car ernpitoyees of ariy pubHic agents or employees of the LESSOR,
when pieffcrrrning their respective functions Linder th Lease Agree rnent wid"Hin the
terrltorial hrnits of the County shaH apply to d"ie sanile delgree and extent to, the
performa rice Of SUCII fUlm,,flons anid duties Of SUCh officiers, agents, V611U!nteeirs, or
erTip loyees outsilde the territoriad hr-nits of the County,
38, J4 4 - -S, Iraq entitled
__QhL:Rf �L_PA Rjjk No person or entity st)all �
to, rely upon the teirMS, or any of thern, of fl-ds Leas e Agireemeint to einforce or,
attempt to enforce any thilird-party iclahT'a or entMernent to or benefit of any service
or, progran'i conternplated herieurider, and the LESSOR and, LESSEE agree thiat
ran Witty the LESSOR rior the LESSEE or any agient, offloer, or employee of" eithier
shall have the aUfl`10rity t10 inforn.i, COUns6l, or i:)therwise indiclate that any partrcular
lndividual OT gf-01UP, of 4idMlduals, entity or er-Afties, have entMements or beriefits
unider tf-fls Lease Agreernent separate and apart:, infer-ior to, or superior to the
COMMIunity rn general or for the purposes conternplated 4"r this l-ease Agreernent,
39, A11915-TAIMNa, LESSEE agrees to, exeCUte such docurnents as the
LESSOR may reasionaWy requk"e, to inClUde a Pubhc Entity Cr irne Staternent, an
Ethics Statement, and a Drug-Free Workplace 9"aterTient.
40, TK�s L-ease Agreen,ieint rnay be
exeCUted ln any nurnbeir of clounterparts, ealch of Miich shad be regardeld as an
19
original, aH of which taken together shiaH conSUtUte oine and the same instirUment
and any ohm the part.les hereto may exeCUte th s Lease Agreement by, signing any
suchi counterpart,
41 'This Agreemein't wiH take effect on Novernber 1, 2011
._k,jQATL
IN WITNESS, WHEREOF, each party has caUsed this Agreernent to be exeCUted by
its IdLfly IaUtl'10rized representiabve,
(SEAL) BOARD, (.)IF COUNTY COMMISSIONERS OF
ATTEST AMY HEAVILLN, CLER1< MONROE ('01UNTY, FLORIDA
By ------------__-__.,-,................................ By ....................
DqXfty Clerk Mayor/Chair-innan
STATE (,-.,)F FLORIDA,, DEPARTMENT OF HEAL.'TH,
MONROE COUNTY' HEAL TH DEPARTMENT
---------------
Witness
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