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Resolution 433-1989 lfunroe County Commission RESOLUTION NO. 433 -1989 A RESOLUTION OF THE BOARD OF COUNTY COMMIS- SIONERS OF MONROE COUNTY, FLORIDA, AUTHORIZING THE MAYOR/CHAIRMAN OF THE BOARD TO EXECUTE A SUBLEASE AGREEMENT BETWEEN MONROE COUNTY AND THE KEY LARGO VOLUNTEER FIRE AND RESCUE DEPARTMENT, INC. IN ORDER TO ENABLE THE FIRE DEPARTMENT TO CONTINUE TO MAINTAIN AND USE THE IMPROVEMENTS LOCATED ON THE PROPERTY IN KEY LARGO AS A FIRE AND RESCUE STATION. BE IT RESOLVED BY THE BOARD OF COUNTY COMMISSIONERS OF MONROE COUNTY, FLORIDA, that the Mayor/Chairman of the Board is hereby authorized to execute a Sublease Agreement between the County and the Key Largo Volunteer Fire and Rescue 'Oepartment, Inc., a copy of same being attached hereto and made a part hereof, in order to enab Ie the Fire Department to continue to maintain and use the improvements located on the property in Key Largo as a fire and rescue station. PASSED AND ADOPTED by the Board of County Commissioners of Monroe County, Florida, at a regular meeting of said Board held on the cRist: day of ~t.A..J j , A.D. 1989. BOARD OF COUNTY COMMISSIONERS OF MONROE COUNTY, FLORIDA BY: /J1I~~~ MAYOR/CHAIRMAN (Seal) Attest: ~.~1'&'/ AI'fII'tOVEO AI TO 10ItM AND LEGAL SUFFICIENCY. I' BY ~ ~ uxr? Art ey', OHiee LZ: L d VZ gnv 68. ",', ", ' 0' 311:1 L : .~. ... . .' _~ )_, Lieu J.:l(j ,"....)..J - SUBLEASE AGREEMENT This sublease agreement is made and entered into this ._ day of 1989, by and between the County of Monroe, a political subdivision of the State of Florida (hereinafter referred to as the County', by and through its Board of County Commissioners, and the Key Largo Volunteer Fire and Rescue Department, Inc. (hereinafter referred to as the Fire Department'. Whereas, the Board of Trustees of the Internal Improvement Trust Fund of the State of Florida has, by an agreement between that Board of Trustees and the County, dated 1989, leased to the County certain real property lying in Monroe County, Florida, and wnereas, the County wishes to sublease this real property to the Fire Department, for the use of this property, by the Fire Department, as a fire and rescue station, and v,Thereas, the Fire Department wishes to sublease this real property from the County, for the use of this property, by the Fire Department, as a fire and rescue station, Now, therefore, for and in consideration of the mutual considerations herein contained, the County does hereby lease to the Fire Department that real property lying in Monroe County, Florida, with the following legal description, together with all improvements constructed thereon: Lots 10 through 16, inclusive, of Block 5 of Plat No.5, KEY LARGO CITY, INDUSTRIAL SECTION, Plat Book 1, Page 176, as recorded in the Public Records of Monroe County, Florida. This lease shall be governed by the following terms and con- ditions. 1. DEFINITIONS A. "The property" means the real property described above, and leased pursuant to this agreement. B. "The lease agreement" means that agreement between the """ Board of Trustees of the Internal Improvement Fund of the State of Florida and the County, dated 1989, by I . which the Board of Trustees has leased the property to the County. C. "This sublease agreement" and "this agreement" mean the instant agreement, between the County and the Fire Department. 2. TERM The term of this sublease agreement shall be the same as the term of the lease agreement between the Board of Trustees and the County. If that lease agreement is cancelled, terminated, rescinded, or revoked for any reason prior to the expiration of such term, then this sublease agreement shall be deemed terminated as of the date of such cancellation, termina- tion, rescission, or revocation of that lease agreement. If the early cancellation, termination, rescission or revocation of the lease agreement is not due to any fault of the County, then the County shall not be liable to the Fire Department for any damages arising from the early termination of the sublease agreement. 3. PURPOSE The purpose of this sublease agreement is to facilitate and enable the Fire Department to continue to maintain and use the improvements located on the property as a fire and rescue station. The Fire Department may, and shall, conduct activities incident to the operation of a fire and rescue station on the property. In addition, the Fire Department may conduct on the property any other activity which is expressly permitted in the Management Plan which the County is to develop pursuant to the lease agree- ment between the Board of Trustees and the County. The Fire Department shall not conduct on the property any other activity which is not incident to the operation of a fire and rescue department and which is not expressly permitted in the Management Plan developed by the County, without prior written approval from the County specifically authorizing such activity. 4. QQIET ENJOYMENT AND RIGHT OF USE The Fire Department shall have the right of ingress and egress to, from and upon the leased premises for all purposes necessary to the full quiet enjoyment by the Fire Department of the rights conveyed herein. 5. UNAUTHORIZED USE The Fire Department shall, through its agents and employees, prevent the unauthorized use of the 2 \ leased premises or any use thereof not in conformity with this lease. 6. ASSIGNMENT The Fire Department shall not assign any right, title, or interest held by it under this sublease agree- ment to any other party, without first obtaining express written con8€nt to such assignment from both the County and the Division of State Lands of the Department of Natural Resources, or other agency of the State of Florida having responsibility for the use of the property and having the authority to approve such an assignment. Any assignment by the Fire Department of any right, title, or interest held by it under this sublease agreement shall be void, if made without such prior written consent on behalf of the County and the State. ,. 7 . EASEMENTS No easements of any nature are created under this sublease agreement. 8. SUBLEASES The Fire Department may not further sublease any right, title or interest held by the Fire Department under this sublease agreement. 9. INSPECTION The Fire Department will allow the County and any agency of the State of Florida to inspect the property and any improvement thereon, at any and all times. 10. IMPROVEMENTS The Fire Department will not erect or construct on the property any buildings, structures, improve- ments, or signs of permanent or temporary nature, without first obtaining the express written approval for such construction from both the County and the Division of State Lands of the Department of Natural Resources, or other agency of the State of Florida having responsibility for the use of the property, and having the authority to approve such construction. Any such construction shall be in compliance with all applicable building and fire safety codes. The Fire Department shall not remove, disturb, or clear any native trees or other native vegetation on the proper- ty, without the prior written approval from both the County and the State of Florida for such activity. "" 11. INSURANCE The County shall be financially responsible for, and shall indemnify and hold the Fire Department harmless 3 , for, and shall defend the Fire Department and its officers, members, employees, and agents against, all suits of actions and claims of any type brought against the State of Florida, the County, or the Fire Department or any of its officers, members, employees, or agents, if such suits or claims arise from, or are related to, the occupation and use of the leased premises by the Fire Department, to the extent such suits or claims are not due to any negligent or wrongful act or omission on the part of the Fire Department or its officers, members, employees and agents. Nothing in this paragraph, or elsewhere in this agreement, shall release the Fire Department from, or obligate the County to indemnify the Fire Department against, any claims arising from or due to a negligent or wrongful act or omission on the part of the Fire Department. 12. INDEMNITY The Fire Department shall, at its own expense, investigate any and all claims, of whatever nature, made against the property or arising from activities on the property. The Fire Department agrees to indemnify, protect, defend, and hold and save harmless the County and the State of Florida from any and all such claims, and from any civil lawsuits or other demands arising from such claims to .the extent that any such claims are attributable to acts or omissions on the part of the Fire Department. 13. PAY}ffiNT OF TAXES AND ASSESSMENTS The County agrees to assume all responsibility for liabilities that accrue to the leased premises or to the improvements thereon, including any and all ad valorem taxes and drainage and special assessments or taxes of every kind and all mechanic's or materialman's liens which may be hereafter lawfully assessed and levied against the leased premises during the effective period of this lease. 14. PERMANENT IMPROVE~mNTS All permanent improvements located on the leased premises shall, at the termination of this lease, become the property of the County. 15. NO WAIVER OF BREACH The failure of the County to insist in anyone or more instances upon strict performance of anyone or more of the covenants, terms and conditions of this 4 . lease shall not be constru~d as a waiver of such covenants, terms or conditions, but the same shall continue in full force and effect, and no waiver by the County of any of the provisions hereof shall in any event be deemed to have been made unless the waiver is set forth in writing. 16. TIME Time is expressly declared to be of the essence of this sublease agreement. 17. NON DISCRIMINATION As a condition of obtaining this sublease, the Fire Department hereby agrees not to discriminate against any individual because of that individual's race, color, religion, sex, national origin, age, handicap, or marital status with respect to any activity occurring within the leased premises or upon lands adjacent to and used as an adjunct of the leased premises. 18. UTILITY FEES The County shall pay all charges for the furnishing of gas, electricity, water and other public utilities to the leased premises. 19. MINERAL RIGHTS This lease does not cover petroleum or petroleum products or minerals and does not give the right to the Fire Department to drill for or develop the same. 20. CONDITION OF PREMISES The leased premises herein are leased by the County to the Fire Department in an "as is" con.di- tion. and the County does not make or undertake any warranty, express or impl ied, as to the current condition of the leased premises or as to the fitness and suitability of these premises for use as a fire and rescue station. The County shall, however, be responsible for such care and repair of the leased premises as may be required to maintain the leased premises in the condition in which they exist at the time of the execution of this agree- ment, with allowances made for normal use and wear. 21. NOTICES All notices required or allowed to be given under this sublease agreement shall be made in writing and served by certified mail or other delivery means providing a receipt acknowledging delivery. Unless and until informed otherwise, the Fire Department may serve notice on the County by delivering the same to the Chairman of the Board of County Commissioners of 5 ~ronroe County, Florida. Unless and until informed otherwise, the County may serve notice on the Fire Department by delivering such notice to Russell H. Cullen, Esq., attorney for the Fire Depart- ment. whose mailing address is Cullen & Thomes, P .A., 99228 Overseas Highway, Key Largo, Florida 33037. 22. BREACH OF COVENANTS, TERMS OR CONDITIONS Should the Fire Department breach any of the covenants, terms, or conditions of this lease, the County may give written notice to the Fire Department to remedy such breach with thirty (30) days of such notice. In the event the Fire Department, after being given such notice, tails to remedy the breach to the satisfaction of the County within the time period specified, the County may terminate all of the Fire Department's rights hereunder and recover from the Fire Department all damages the County may incur by reason of the breach of this lease. 23. DAMAGE The Fire Department agrees that it will not do, or suffer to be done, in, on or upon the leased premises or as affecting said leased premises, any act which may result in damage or depreciation of value to the leased premises, or any part thereof. The Fire Department agrees that the County may take any remedy available to the County as a resul t of such failure by the Fire Department. 24. SURRENDER OF PREMISES Upon termination or expiration of this lease, the Fire Department shall surrender the premises to the County. Upon termination or expiration of this lease, all improvements shall automatically become the property of the County, unless the County, at its option, should require immedi- ate removal, at the Fire Department's expense, of any or all such improvements upon written notice to the Fire Department. Any improvenlcnt s to remain on the leased premises upon termination or expiration of this lease shall be at the County's sole dis- cretion. The Fire Department shall meet the following conditions upon termination or expiration of this lease. a) The structures or fixed improvements on the"",leased premises shall meet all building and safety codes in the location situated; 6 . b) The County shall properly dispose of paying any utility fees, including having all the utilities turned off; c' The Fire Department shall not commit waste, fair wear and tear is acceptable; and d' Prior to formal release a representative of the County shall perform an on-site inspection and the keys to any building on the leased premises shall be turned over the the County. If the leased premises do not meet all conditions agreed upon, the Fire Department shall reimburse the County for any expenses incurred in meeting the prescribed conditions. Any structures or fixed improvements remaining on the leased premises shall inure to the benefit of the County, as lessee from the State of Florida. 25. BEST MANAGEMENT PRACTICE In accordance with the requirements of paragraph 18-2.004(1)(d), Fla.Admin.Code, the Fire Department agrees that, in using and maintaining the proper- ty, the Fire Department will implement and follow all applicable "best management practices" which have been or may be selected, developed, or approved by the Board of Trustees of the Internal Improvement Fund or other agency of the State of Florida respon- sible for land management. 26. PROHIBITIONS AGAINST LIENS OR OTHER ENCUMBRANCES The Fire Department hereby covenants and agrees that fee title to the leased premises is owned by the State of Florida and that the Fire Department shall not do or permit anything to be done which purports to create a lien or encumbrance of any nature against the real property contained in the leased premises including, but not limited to, mortgages or construction liens against the leased premises or against any interest of the Fire Department therein. 27. PARTIAL INVALIDITY If any term, covenant, condition or provision of this lease shall be ruled by a court of competent jurisdicti~n, to be invalid, void, or unenforceable, the ~emain- der shall remain in full force and effect and shall in no way be affected, impaired or invalidated. 7 .. 28. ARCHAEOLOGICAL AND HISTORIC SITES Execution of this lease in no way affects any of the parties' obligations pursuant to Chapter 267, Florida Statutes. The collection of artifacts or the disturbance of archaeological and historic sites on state-owned lands is prohibited unless prior authorization has been obtained from the Division of Historical Resources of the Department of State. 29. SOVEREIGNTY SUBMERGED LANDS This lease does not authorize the use of any lands located waterward of the mean or ordinary high water line of any lake, river, stream, creek, bay, estuary, or other water body or the waters above such lands or the air space thereabove. 30. DUPLICATE ORIGINALS This lease may be executed in duplicate originals each of which for all purposes shall be considered an original. 31. ENTIRE UNDERSTANDING This lease sets forth the entire understanding between the parties. It shall not be changed or terminated orally. The provisions of this lease are not severable. This lease shall not be amended without the prior written approval of such amendment by the Division of State Lands of the Department of Natural Resources or other agency of the State of Florida having responsibility for and authority to approve subleases under Section 253.034(3\, Fla.Stat. All amendments to this sublease agreement must be made in a written agreement executed with the same formality as this sublease agreement. If this sublease agreement is filed for recording in the puhlic records of Monroe County, Florida, then any subsequent agreement setting forth an amendment to this sublease agreement shall also be filed for recording in those same public records. 32. MAINTENANCE OF IMPROVEMENTS The County hereby cove- nants and agrees to maintain the real property contained within the leased premises and any structures or fixed improvements located thereon, in a state of good condition and repair includ- ing but not limited to, keeping the leased premises free of trash or litter, maintaining any and all existing roads, canals, 8 /~ ~ ditches, culverts, risers and the like in as good conditions as the same may be at the date of this lease. This lease shall be governed by and 33. GOVERNING LAW interpreted according to the laws of the State of Florida. 34. APPROVAL BY THE BOARD OF TRUSTEES This sub lea.. agreement shall not be effective unless and until approved by the Board of Trustees of the Internal Improvement Trust Fund of the State of Florida. IN WITNESS WHEREOF, the parties have caused this sublease agreement to be executed on the day and year first above written. BOARD OF COUNTY COMMISSIONERS OF MONROE COUNTY, FLORIDA Witness Witness By Mayor/Chairman STATE OF FLORIDA COUNTY OF MONROE The foregoing ins trument \Y'as acknowledged before me this day of , 1989, by as Mayor/Chairman of the Board of County Commissioners of Monroe County, Florida. ~t1-M ,.,.., AND LEGAl. ~ Notary Public BY \. ~~llAtAtJ Attomey. 0MlIe KEY LARGO VOLUNTEER FIRE AND RESCUE DEPARTMENT, INC. By STATE OF FLORIDA COUNTY OF MONROE The foregoing instrument was acknowledged before me this ~B~ day of ~ · 1989. by ~ 2. ~f~ as President of Key Largo Volunteer Fire and escue Depar nt, ..oj on behalf of the corporation. 9 . " II ; ,. Fund of the State of Florida on the Consented to by the Board of Trustees of the Internal Improvement , 1989. This instrument was prepared by Mark Graham Hanson Assistant County Attorney 310 Fleming Street Key West, FL 33040 day of DIRECTOR, DIVISION OF STATE LANDS, DEPARTMENT OF NATURAL RESOURCES, STATE OF FLORIDA By Approved as to Form and Legality DNR Attorney 001' ,: 10