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HomeMy WebLinkAboutR-96-0011N 96- 11 RESOLUTION NO. A RESOLUTION, WITH ATTACHMENT(S), AUTHORIZING THE CITY MANAGER TO EXECUTE A REVOCABLE LICENSE AGREEMENT ("AGREEMENT"), IN SUBSTANTIALLY THE ATTACHED FORM, WITH PEOPLE UNITED TO LEAD THE STRUGGLE FOR EQUALITY, INC. (PULSE), A FLORIDA NOT FOR PROFIT BROADBASED COMMUNITY ORGANIZATION, FOR THE USE OF PROPERTY LOCATED AT 150 N. E. 19" STREET, MIAMI, FLORIDA, FOR THE OFFICE OPERATIONS OF PULSE; WITH TERMS AND CONDITIONS AS MORE PARTICULARLY SET FORTH IN THE AGREEMENT. WHEREAS, the City of Miami is the owner of real property located at 150 N. E. 19`" Street, Miami, Florida (the Property) which is not needed at this time for use by the City; and WHEREAS, People United To Lead The Struggle For Equality, Inc. (PULSE) is a not for profit broad based community organization consisting of fifty three (53) churches and civic groups in Dade County incorporated under the laws of the State of Florida for purposes of t educating the public about the needs of low -to -moderate income people in the community in order to enhance the economic and social status of Black citizens in our community. WHEREAS, the City Commission hereby finds that the primary objective of PULSE is the furtherance of a public purpose; and ' WHEREAS, it is the desire of the City to authorize PULSE to occupy and use the l Property for office purposes; and ATTACHMENTS) Ur CONTAINED CITY COMBUSSION MEETING OF JAN 2 5 1996 Resolution No. 96- 11 rf- WHEREAS, the City Commission hereby finds that permitting PULSE to occupy the Property for office operations will assist PULSE in effectively accomplishing such public purpose; THEREFORE, BE IT RESOLVED BY THE COMMISSION OF THE CITY OF MIAMI, FLORIDA: Section 1. The recitals and findings contained in the Preamble to this Resolution are hereby adopted by reference thereto and incorporated herein as if fully set forth in this Section. Section 2. The City Manager is hereby authorized' and directed to execute a Revocable License Agreement ("Agreement"), in substantially the attached form, authorizing PULSE to occupy the City owned property, located at 150 N. E. 19" Street, Miami, Florida, for use by PULSE for office operations, commencing on the date the Agreement is executed by the parties and continuing as provided for in the Agreement subject to such terms and conditions as more particularly set forth in the Agreement. Section 3. This Resolution shall become effective immediately upon its adoption. PASSED AND ADOPTED this 25th day of January , 1996 I 1 The herein authorization is further subject to compliance with all requirements that may be imposed by the City i Attorney, including but not limited to those prescribed by applicable City Charter and Code provisions. ST HEN P. CLA K, MAYOR 4 PREPARED AND APPROVED BY: IE Q. BRU ASSISTANT CITY ATTORNEY APPROVED AS TO FORM AND CORRECTNESS: CITWY 0 CI W519:JOB:kd:csk R. ) fez. ;,�. �� L M•� t +�'•��Q ��. ,fit} A(�..•:. ��{ �r--..,�.1. ,. • J �J, �• •�LYs_i�. •.�y�'G� • � �.�• t' L�.�S �Y •• tini������, M rrra�irRR7)�r—•—' s• REVOCABLE LICENSE LICENSE ISSUED BY THE CITY OF MIAMI TO PEOPLE UNITED TO LEAD THE STRUGGLE FOR EQUALITY, INC. FOR THE OCCUPANCY OF THE PROPERTY LOCATED AT 150 N. E. 19th STREET MIAMI, FLORIDA This Revocable License Agreement LICENSE ("LICENSE") is made , 1996, between the City of Miami (the "CITY') a municipal corporation of the State of Florida and People United to Lead -the Struggle for Equality, Inc. (PULSE) (the "LICENSEE") a not for profit broad based community organization consisting of fifty three (53) "churches and civic groups in Dade County incorporated under the laws of the State of Florida for purposes of educating the public about the needs of low to moderate income people in the community in order to enhance the economic and social status of Black citizens in our community. WHEREAS, In order to carry out the intent as expressed herein and in consideration of the mutual LICENSEs subsequently contained, CITY and LICENSEE agree as follows: 1. PURPOSE. The CITY is the owner of real property located at 150 N. E. 19th Street, Miami Florida (the Property), which is depicted in Exhibit A attached hereto ! and made a part of this LICENSE. On January 25, 1996 the City Commission I passed and adopted Resolution No. determining that the Property is not needed at this time for use b an of the CITY's offices or y y departments and expressing its desire to assist the LICENSEE in accomplishing its public purpose, and in furtherance thereof authorized the LICENSEE to occupy and use the Property for office operations under the condition(s) hereinafter set forth. A copy of iResolution No. is attached as Exhibit B and is made a part of this LICENSE. OA 2. OCCUPANCY AND USE PERIOD. This LICENSE shall commence as of the date upon which the parties execute this LICENSE (the "Effective Date")and shall continue until the first to occur of the following: (a) cancellation or termination by the express written LICENSE of the parties hereto; or (b) cancellation or termination by request of any of the parties hereto, subject to the notice provisions of paragraph 12 of this LICENSE; or (c) termination by the City Manager for cause subject to the notice provisions of paragraph 13 of this LICENSE. 3. INTEREST CONFERRED BY THIS LICENSE. LICENSEE agrees that this LICENSE has been issued by the CITY to authorize LICENSEE to occupy the Property solely for the limited purpose of undertaking its office operations therein and no other. The parties hereby agree i i that the provisions of this LICENSE do not constitute a lease and the rights of LICENSEE hereunder are not those of a tenant but is a mere personal privilege to do certain acts of a temporary character on the Property and that the CITY retains dominion, possession and control of the Property. No leasehold interest in the Property is conferred upon LICENSEE under the provisions hereof and LICENSEE does not and shall not claim at any time any interest or estate of any kind or extent whatsoever in the Property by virtue of this LICENSE or its use of the Property hereunder. Additionally, LICENSEE does not and shall not claim at any time any interest or estate of any kind or extent whatsoever in the Property by virtue of any expenditure of funds by the LICENSEE for improvements, construction, repairs, partitions or alterations to the Property which may be authorized by the CITY. 4. UTILITIES. LICENSEE shall pay for all utilities, including but not limited to, electricity, water, gas, telephone, garbage and sewage disposal used by LICENSEE during its occupancy of the Property. 5. CONDITION OF THE PROPERTY AND MAINTENANCE. LICENSEE accepts occupancy of the Property in "AS IS' condition. LICENSEE, at its sole cost and expense, shall maintain the Property in good order and repair at all times, and in an attractive, clean and sanitary condition during its use and occupancy of the Property. LICENSEE shall be responsible for all repairs to the Property required or caused by LICENSEE's use of the Property. LICENSEE agrees to make all changes necessary to the Property at LICENSEE'S sole cost and expense in order to comply with all CITY, County and i State building code requirements for occupancy. l 6. CITY'S RIGHT OF ENTRY. The CITY shall have access to and entry into the Property at any time to (a) inspect the Property, (b) to perform any obligations of LICENSEE hereunder which LICENSEE has failed to perform, (c) to assure LICENSEE's compliance with the terms and provisions of this LICENSE and all applicable laws, ordinances, rules and regulations and (d) or for other purposes as may be deemed necessary by the City Manager in the furtherance of the CITY'S corporate purpose; provided, however, that LICENSEE shall have the right to have one or more of its 4 96- 11 representatives or employees present during the time of any such entry. The CITY shall not be liable for any loss, cost or damage to the LICENSEE by reason of the exercise by the CITY of the right of entry described herein for the purposes listed above. The making of periodic inspection or the failure to do so shall not operate to impose upon CITY any liability of any kind whatsoever nor relieve the LICENSEE of any responsibility, obligations or liability assumed under this LICENSE. 7. NO ASSIGNMENT OR TRANSFER. LICENSEE cannot assign or transfer its privilege of occupancy and use granted unto it by this LICENSE. 8. ALTERATIONS, ADDITIONS OR REPLACEMENTS. LICENSEE may improve and remodel the Property and install fixtures therein at its own expense, but not until first receiving the City Manager's written approval of the plans and specifications for such work. All fixtures and equipment installed by the LICENSEE shall remain the property of the LICENSEE. 9. NO LIABILITY. In no event shall the CITY be liable or responsible for loss or damage to any property belonging to or rented by LICENSEE its officers, servants, agents, or employees that may be stolen, destroyed, or in any way damaged and LICENSEE indemnifies the CITY its officers, agents and employees from and against any and r ; all such claims EVEN IF THE CLAIMS, COSTS, LIABILITIES, SUITS, ACTIONS, DAMAGES OR CAUSES OF ACTION ARISE FROM THE NEGLIGENCE OR ff ALLEGED NEGLIGENCE OF THE CITY, INCLUDING ANY OF ITS l EMPLOYEES, AGENTS, OR OFFICIALS. s 96— 11 10. INDEMNIFICATION AND HOLD HARMLESS. The LICENSEE shall indemnify, hold harmless and defend the CITY from and against any and all claims, suits, actions, damages or causes of action of whatever nature arising during the period of this LICENSE, for any personal injury, loss of life or damage to property sustained in or on the Property, by reason of or as a result of LICENSEE's use or operations thereon, and from and against any orders, judgments or decrees which may be entered thereon, and from and against all costs, attorney's fees, expenses and liabilities incurred in an about the defense of any such claims and the investigation thereof; EVEN IF THE CLAIMS, COSTS, LIABILITIES, SUITS, ACTIONS, DAMAGES OR CAUSES OF ACTION ARISE FROM THE NEGLIGENCE OR ALLEGED NEGLIGENCE OF THE CITY, INCLUDING ANY OF ITS EMPLOYEES, AGENTS, OR OFFICIALS. 11. INSURANCE. LICENSEE, at its sole cost, shall obtain and maintain in full force and effect at all times, commencing on the Effective Date and during such period of time as LICENSEE occupies or uses the Property, the following insurance coverage: A. Commercial General liability insurance on a Comprehensive General liability coverage form, or its equivalent, including premises, operations and contractual coverage's against all claims, demands or actions for bodily injury, personal injury, death or property damage occurring in the Property with such limits as may be reasonably requested by the CITY from time to time but not less than $1,000,000 per occurrence combined single limit for bodily injury and property damage. The CITY shall be named as Additional Insured on the policy or policies of 6 96- 11 Automobile liability insurance covering all owned, non -owned and hired vehicles used in conjunction with operations covered by this LICENSE. The policy or policies of insurance shall contain a combined single limit of at least j $500,000 for bodily injury and property damage. The requirements of this provision may be waived upon submission of a written statement that no j automobiles are used to conduct business. C. "All Risk" property insurance against loss or damage by fire, windstorm, with such endorsements for extended coverage, vandalism, malicious mischief and special coverage, insuring 100% of the replacement cost of LICENSEE's improvements, fixtures, equipment, furniture and all other personal property in and about the Property. The CITY shall be named as a Loss Payee. D. Worker's Compensation in the form and amounts required by State law. E. The CITY reserves the right to reasonably amend the insurance requirements by the issuance of a notice in writing to LICENSEE. The LICENSEE i shall provide any other insurance or security reasonably required by the CITY. F. The policy or policies of insurance required shall be so written that the policy or policies may not be canceled or materially changed without thirty (30) days advance written notice to the CITY. Said notice should be delivered to the CITY of Miami, Division of Risk Management, 300 Biscayne Boulevard Way, Suite 328, Miami, Florida 33131 with copy to CITY of Miami, Office of Asset Management I and Capital Improvements, 300 Biscayne Boulevard Way, Suite 400, Miami, Florida 3313 ]., or such other address that may be designed from time to time. G. A current Certificate and Policy of Insurance evidencing the aforesaid required insurance coverage shall be supplied to the Office of Asset Management and Capital Improvements of the CITY at the commencement of the term of this 96- i1 LICENSE and a new Certificate and Policy shall be supplied at least twenty (20) days prior to the expiration of each such policy. Insurance policies required above shall be issued by companies authorized to do business under the laws of the State, with the following qualifications as to management and financial strength: the company should be rated "A' as to management, and no less than class "X" as to financial strength, in accordance with the latest edition of Best's Key Rating Guide, or the company holds a valid Florida Certificate of Authority issued by the State of Florida, Department of Insurance, and is a member of the Florida Guarantee Fund. Receipt of any documentation of insurance by the CITY or by any of its representatives which indicates less coverage than required does not constitute a waiver of the LICENSEE's obligation to fulfill the insurance requirements herein. In lieu of the purchase of commercial insurance policy or policies as required above, the LICENSEE may satisfy the insurance requirement by the establishment and maintenance of a qualified self-insurance fund which would provide protection to the CITY equivalent to those specified in the insurance requirement. Such ; alternative arrangements must be approved by the CITY, Division of Risk Management, 300 Biscayne Boulevard Way, Suite 328, Miami, Florida 33131. In the event LICENSEE shall fail to procure and place such insurance, the CITY may, but shall not be obligated to, procure and place same, in which event the amount of the premium paid shall be paid by LICENSEE to the CITY as an additional fee upon demand and shall in each instance be collectible on the first day of the month or any subsequent month following the date of payment by the CITY. LICENSEE's failure to procure insurance shall in no way release LICENSEE from its obligations and responsibilities as provided herein. t i 1 C 8 96-y 11 �t 12. CANCELLATION BY REQUEST OF EITHER OF THE PARTIES WITHOUT CAUSE. LICENSEE may cancel this LICENSE at any time with thirty (30) days written notice to CITY. In the event the CITY determines to cancel or terminate this LICENSE, it may do so by Resolution duly passed by the City Commission at any time directing the City Manager to give thirty (30) days' notice in writing to the LICENSEE. 13. TERMINATION BY CITY MANAGER FOR CAUSE. If LICENSEE in any manner violates the restrictions and conditions of this LICENSE, then, and in the event, after ten (10) days written notice given to LICENSEE by the City Manager within which to cease such violation or to correct such deficiencies, and upon failure of LICENSEE to do so after such written notice, within said ten (10) day period, this LICENSE shall be automatically canceled t- without the need for further action by the CITY. 14. REMOVAL OF PROPERTY. In either event of cancellation pursuant to paragraphs 12 or 13, at the expiration of the time limited by the notice, the LICENSEE shall promptly, remove all personal property, fixtures and equipment from the Property and shall promptly repair any damage to the Property caused thereby, clean up any remaining debris and leave the leave the Property in a safe and sanitary condition.. In the event LICENSEE fails to remove its personal property, equipment and fixtures from the Property within such thirty (30) day period, said property shall be deemed abandoned and thereupon shall become the sole personal property of the CITY. The CITY, at its sole discretion and without liability, shall remove the same and the LICENSEE shall reimburse the CITY for all costs associated with such removal and disposal. 15. TAXES. LICENSEE shall pay, when due, all taxes and assessments that may be imposed against the Property. 16. NOTICES. All notices or other communications which may be given pursuant to this LICENSE shall be in writing and shall be deemed properly served if delivered by personal service or by certified mail addressed to CITY and LICENSEE at the address indicated herein or as the same may be changed from time to time. Such notice shall be deemed given on the day on which personally served; or if by certified mail, on the fifth day after being posted or the date of actual receipt, whichever is earlier: CITY OF MIAMI City of Miami City Manager 3500 Pan American Drive Miami, FL 33133 f COPY TO City of Miami Office of Asset Management 300 Biscayne Boulevard Way Suite 400 Miami, FL 33131 I y io LICENSEE Mr. Charles 11. Gray, President PULSE 130 N. E. 19th Street Miami, Florida, 33132 17. SEVERABILITY. Should any provisions, paragraphs, sentences, words or phrases contained in this LICENSE be determined by a court of competent jurisdiction to be invalid, illegal or otherwise unlawful under the laws of the State of Florida or the CITY, such provisions, paragraphs, sentences, words or phrases shall be deemed modified to the extent necessary in order to conform with such laws, and the same may be deemed severable by the CITY, and in such event, the remaining terms and conditions of this LICENSE shall remain unmodified and in full force and effect. 18. NONDISCRIMINATION. LICENSEE shall not discriminate as to race, color, religion, sex, national origin, age, disability or marital status in connection with its occupancy and use of the Property and improvements thereon. 19. AFFIRMATIVE ACTION. LICENSEE shall have in place an Affirmative Action/Equal Employment is Opportunity Policy and shall institute a plan for its achievement which will require i that action be taken to provide equal opportunity in hiring and promoting for women, minorities, the disabled and veterans. Such plan will include a set of positive measures which will be taken to insure nondiscrimination in the work place as it relates to hiring, firing, training and promotion. In lieu of such a policy/plan, LICENSEE shall submit a Statement of Assurance indicating that their ! operation is in compliance with all relevant Civil Rights laws and regulations. f 20. MINORITYIWOMEN BUSINESS UTILIZATION. LICENSEE shall make every good faith effort to purchase/contract fifty-one percent (51%) of its annual goods and services requirements from Hispanic, Black II 96- 11 and Women businesses/professionals registered/certified with the CITY Office of Minority/Women Business Affairs. Such lists will be made available to the LICENSEE at the time of the issuance of the LICENSE by the CITY and updates will be routinely provided by the CITY's Office of Minority/Women Business Affairs. 21. WAIVER OF JURY TRIAL. LICENSEE waives a trial by jury of any and all issues arising in any action or proceeding, whether real or asserted, at law or in equity, between the parties hereto under or connected with this LICENSE, or any of its provisions, the relationship of the parties, the LICENSEE's use or occupancy of the Property, LICENSEE's rights thereto, and/or any claim of injury or damage and any emergency statutory or any other statutory remedy, or otherwise. 22. WAIVER. No failure on the part of the CITY to enforce or insist upon performance of any of the terms of this LICENSE, nor any waiver of any right hereunder by the i CITY, unless in writing, shall be construed as a waiver of any other term or as a waiver of any future right to enforce or insist upon the performance of the same term. 23. AMENDMENTS AND MODIFICATIONS. No amendments or modifications to this LICENSE shall be binding on either party unless in writing, signed by both parties and approved by the CITY Manager. I 24. COURT COSTS AND ATTORNEY(S)' FEES. In the event that it becomes necessary for CITY to institute legal proceedings 3 to enforce the provisions of this LICENSE, LICENSEE shall pay CITY's court costs ; 12 25. COMPLIANCE WITH ALL LAWS APPLICABLE. LICENSEE accepts this LICENSE and hereby acknowledges that LICENSEE's strict compliance with all applicable federal, state and local laws, ordinances and regulations is a condition of this LICENSE, and LICENSEE shall comply therewith as the same presently exist and as they may be amended hereafter. 26. ENTIRE LICENSE. This instrument and its attachments constitute the sole and only LICENSE of the parties hereto and correctly sets forth the rights, duties and obligations of each to the other as of its date. Any prior LICENSEs, promises, negotiations or representations not expressly set forth in this LICENSE are of no force or effect. IN WITNESS WHEREOF, the parties hereto have executed this LICENSE of the day and year first above written. 13 CITY OF MIAMI, a municipal corporation of the State of Florida CESAR H. ODIO CITY MANAGER APPROVED AS TO INSURANCE REQUIREMENTS: p FRANK ROLLASON, CHIEF RISK MANAGEMENT DIVISION` PEOPLE UNITED TO LEAD THE STRUGGLE FOR EQUALITY, INC. PRESIDENT Print Name ATTEST: CORPORATE SECRETARY Print Name til CITY OF MIAMI, FLORIDA INTER -OFFICE MEMORANDUM - TO : Honorable Mayor and Members DATE : JAN 18 1996 FILE of the City Commission Resolution Authorizing a sue iECT : Revocable License Agreement 1' with PULSE rr, , FROM : Cesar REFERENCES City M r For Jan. 25, 1996 ENCLOSURES: Commission Meeting RECOMMENDATION: It is respectfully recommended that the City Commission adopt the attached resolution authorizing the City Manager to execute a Revocable License Agreement, in substantially the attached form, with People United To Lead The Struggle For Equality, Inc. (PULSE) for the use of City owned property, located at 150 NE 19th Street, Miami, Florida. The subject property is to be use by PULSE for their office operations. BACKGROUND: People United To Lead The Struggle For Equality, Inc. (PULSE) has lost their lease at their current facility, located at 180 NE 19th Street, and they require the subject property to provide for office space for their continued operation. PULSE, at it's sole cost and expense, will comply with all city, county and state building code requirements for occupancy of the subject property. Attachment: Proposed Resolution 96-~ 11 1