HomeMy WebLinkAboutExhibitST 1:7E D- 5 ORMA 0° TRWSPOP,-ATI,^,N
LEASE AGREEMENT "'c``' or"A
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I`Ct!SEGIJEtdT NO.: 2495040
NAG;NJ D!S7RICT: SIX
FA. --I. NO.: N,A
STA -1 E ROAD NO.: 933 (u/N'N 12 Ave Eridge)
OG�UNTY.: VAt,/ii-RADE
PARCEL NG.: 44`.r:
THIS AGREEMENT, made this day of by and between the STATE
OF FLORIDA DcPARTMEN T OF 7 RAINISFOPTA710N, (he,,einafter tailed the Lessor), and the City, o` K&mi, a Florida
municipal orpo�ation located at 444 S.'Al. 2nd Avenue, 10th Floor, Mia—,J, Florida 33130
(hereinafter called the Lessee.)
YdITNESSETH:
In consideration of the mutua; covenants contained herein., the parties agree as Vows:
1. PrODertY and Term. Lessor does hereby lease unto Lessee the property described in Exhibit "A", attached and made a part
hereof, for a term of 5 Years beginning and ending his
Lease may be renewed for an additional 5 Years ierrrn at Lessee's option, subject to the ren. ad;ustment as
provided in Paragraph 3 below. Lessee shall provide Lessor 129 days advanced written notioe
of its exeroise of the renewal option.
If Lessee holds over and remains in possession of the property after the expiration of the term specifed in this Lease, or any
renewals of such term, Lessee's tenancy shall ba considered a tenancy at sufferance, subject to the some terms and conditions as
herein contained in this Lease.
This Lease is subject to all utilities in piece and to the maintenance thereof as well as any other covenants, easements,
or restrictions of record.
This Lease shall be construed as a lease of only the interest, if any, of Lessor, and no warranty cf title shall be deemed
to be given herewith.
2. Use. The leased properly shall be used solely for the purpose of for storage of the trucks and equipment
If the property is used for any other purpose, Lessor sha!I have the option of immediately terminating this Lease,
Lessee shall not permit any use of the property in any manner that would obstruct or interfere with any transportation facilites.
Lessee will further use and occupy the leased property in a careful and proper manner, and not commit any waste thereon. Lessee
will not cause, or allow to be caused, any nuisance or objectionable activity of any nature on the property. Lessee wit! not use or
occupy said property for any unlawful purpose -,and will, at Lessee's sole cost and expense, conform to and obey any present or future
ordinances and/or rules, regulations, requirements, and orders of governmental authorities or agencies respecting the use and
occupation of the eased property.
Any activities in any way involving hazardous materials or substances of any kind whatsoever, either as those terms may be
defined under any state cr federai laws or regulations, or as those terms are understood in common usage, are specifically prohibited.
The use of petroleum products, pc!lutants, and other hazardous materafs on the leased property is prohibited. Lessee shall be heed
responsible for the performance of and payment for any environmental remediation that may be necessary, as determined by the
Lessor, within the leased property. If any contamination either spread to or was released onto adjoining propery as a result of
Lessee's use of the leased property, the Lessee shall be held similarly responsible. The Lessee shall indemnify, defend, and hold
harmless the Lessor from any claim, loss, damage, costs, charge, or expense arising out of any such contamination.
3. Rent. Lessee shall pay to Lessor as rent, on or before the first day of each rent payment period, the sum of
WA (Public Purpose) plus applicable tax, for each N/A of the tern. If
this Lease is terminated prior to the end of any rent payment period, the unearned portion of any rent payment, less any other amounts
that may be owed to Lessor, shall be refunded to Lessee. Lessee shall pay any and all state, county, city, and local taxes that may be
due during the term hereof, Including any real property taxes. Rent payments shall be made payable to the Florida Department
of Transportation and shall be sent to Notices: Right of Way Administration, 1000 NW 111 Ave, Miami, Florida 33172
Attu: Property Management , Lessor reserves the right to review end adjust the rental flee biennually
and at renewal to reflect market conditions. Any installment of rent not received within ten (10) days after the date due
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shall bear interest at the highest rate aIiowed by law from the due date tnere of, per Section 55.113;;' j, Fiorida Statutes. This provision
shag not obligate Lessor to accept late rent payments or provide Lessee a grace Dario.-
4.
eriod4. Improvements. No structures or improvements of any kind shall be placed upon the property without the prior wrltten
approval of the District Secretary for Dsstrlct SIX of Lessor. Any sucr, structures or improvements shall be
constructed In a good and h.ommanlike manner at Lessee's sole cost and expense. Subiect to any landiord Tien, anv s`.ructures c
improvements constructed by Lessee shay, be removed by Lessee, at Lessee's sole cost and expense, by midnight on trie day cf
terminatior of this Lease and the leased property restored as nearly as practical to its condition a'. the time this Lease is executed.
Portable or temporary advertising signs are prohibited.
Lessee shall perform, at the sole expense of Lessee, all work required in the preparation of -he ieased property for cocupancy by
Lessee, in the absence of any special provision herein contained to t`1e contrary; and Lessee does hereby accept the ieased property
as now being in fit and tenantable condition for all purposes of Lessee.
Lessor reserves the right to inspect the property and t: require whatever adjustment to structures or improvements as Lessor, in its
sole discretion, deems necessary. Any adjistmen s shall be done at Lessee's sole cost and expense.
5. tvlaintena mc. Lessee shall i<eep and maintain the leased property and any baild;ng or other structure, now or hereafter erectad
thereon, in 000d and safe condition and repair at Lessee's own expense during the existence of Lhis Lease, and shall keep the same
free and clear of any and all grass, weeds, brush, and debris of any kind, so as to prevent the same from becoming dangerous,
inflammable, or objectionable. Lessor shall have no duty to inspect or maintain any of the leased property or buildings, and other
structures thereon, du ing the term of this Lease; however, Lessor shall have the right, upon twenty-four (24) hours notice to Lessee,
to enter the leased property for purposes of inspection, including conducting an environmental assessment. Such assessment may
include: surveying; sampling of building materials, soil, and groundwater; monitoring well irstallations; soil excavation; groundwater
remediation; emergency asbestos abatement; operation and maintenance inspections; and, any other actions which may be
reasonable and necessary. Lessor's right of entry shall not obligate inspection of the property by Lessor, nor shall It relieve the
Lessee of its duty to maintain the leased property. In the event of emergency due to a release or suspected release of hazardous
waste on the property, Lessor shall have the right of immediate inspection, and the right, but not the obligation, to engage in remedial
action, without notice, the sole cost and expense of which shall be the responsibility of the Lessee.
6. Indemnification, To the extent provided by law, Lessee shall indemnify, defend, and hold harmless the Lessor and all of its
officers, agents, and employees from any claire, loss, damage, cost, charge, or expense arising oil of any act, error, o—dzision, or
negligent act by Lessee, its agents, or employees, during the performance of the Lease, except that neither Lessee, its officers,
agents, or employees will be liable under this paragraph for any claim, loss, damage, cost, charge, or expense arising out of any act,
error, omission„ or negligent act by the Lessor or any of its officers, agents, or employees during the performance of the Lease.
When, the Lessor receives a notice of claim for damages that may have been caused by the Lessee, the Lessor will immediately
forward the claim to the Lessee. Lessee and the Lessor will eva!uate the claim and report their findings to each other within fourteen
(14) working days and will jointly discuss options in defending the claim. After reviewing the claim, the Lessor will determine whether
to require the participation of Lessee in the defense of the claim or to require that Lessee defend the Lessor it such claim as
described in this section. The Lessors failure to promptly notify Lessee of a claim shall not act as a waiver of any right herein to
require the participation in or defense of the claim by Lessee. The Lessor and Lessee will each pay its own expenses for the
evaluation, settlement negotiations, and trial, if any.
1 . Insurance. Lessee at its expense, shall maintain a'. all times during the term of this Lease, public liability insurance protecting
Lessor and Lessee against any and all claims for injury and damage to persons and property, and for the loss of life or property
occurring in, on, or about the property arising out of the act, negligence, omission, nonfeasance, or malfeasance of Lessee, its
employees, agents, contractors, customer, I':censees, and invitees. Such insurance shall be carried in a minimum amount of not less
than See Addendum Attached is 0.00 ) for bodily injury or death to any one person or any number
of persons in any one occurrence and not less than ($ 0.00 )
for property damage, or a combined coverage of not less than ($ 0.40 ).
All such policies shall be issued by companies licensed to do business in the State of Florida and all such policies shall contain a
provision whereby the same cannot be canceled or modified unless Lessor is given at least sixty (60) days prior written notice of such
cancellation, or modification. Lessee shall provide Lessor certificates showing such insurance to be in place and showing Lessor
as additional insured under the policies, If self-insured or under a risk management program, Lessee represents that such minimum
coverage for liability will be provided for the leased property.
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Lessor may require the amount of any public liability insurance :c be maintained ty Lessee be increased s; that the ari thereof
adequately protects Lessor's interest. Lessee further agrees that it sha(I during the lint term of this Lease and at its own expense 'e,eep
the ieased pmpe,y and any improvements thereon fully insured against loss or damage by fire and other casualty. Lessee also
agrees that it shall during the full term,of this Lease and at its own expense Keep the contents and personal property located on the
leased property fully insured against loss or damage by fire Or other casualty and does hereby release a id waivef
on behalf of itself,
and its Surer; by subrogation Or Otherwise, all Ola,ms agdin,St Le$SJr arising Out Of 2nv' Ira Or Oa er OaSUalty Whe" ar or n0: such fire
or o,,her oasu-Ity steal! have resulted in -tole gr in part from the negligerc of fne Lessor.
8. Eminent Domain. Lessee acknowledges and agrees chat its relatio-iship with Lessor under this Lease is one of landlord and
tenant and no other relationship either expressed or implied shall be deemed to apply to the parties under this Lease. Terminaticr.� of
this Lease for any cause sha'i not be deemed a taking under any emti^ent domain or cthe, law so as to entitle Lessee to compensation
for any interest suffered or lost as a result of termination of this Lease, including any residual interest in the, Lease, or any ether facts
or circumstances arising cut of or in connection with this Lease.
Lessee hereby waives and relinquishes any legal rights and mone,.ary claims which it might have for full compensation, er damages
of any sort, including special damages, severance damages, removal costs, or loss of business profits, resulting from Lessee's loss of
occupancy of the leased property, or any such rights, claims, or damages flowing from adjacent propenes owned or leased by Lessee
as a result of Lessee's loss cf occupancy of the leased property Lessee also hereby wolves and relinquishes any legal ighis a7id
monetary claims which it might have fo- full compensation, Dr damages of any sort as set out above, as a result of Lessee's loss of
occupancy of the leased property, when any or ail adjacent properties owned or leased by Lessee are taken by em',nent domain
proceedings or sold under the threat thereof. This waiver and relinquishment applies whether thls Lease is still in existence on the
date of tatting or sale; or has been terminated prior the-eto.
9. IS,iscellanaous.
a. This Lease may be terminated by Lessor immediately, without prior notice, upon default by Lessee nereunder,
and may be terminated by either party, without cause upon THIRTY ( 3o ) days prior written notice to the other pa ty.
b. in addition to, or in 'ieu of, the tens and conditions contained herein, the provisions of any Addendum of even date herewith
which is identified to be a part hereof is hereby incorporated herein and made a part hereof by this reference. in the event of any
conflict between the teams and gond tions hereof and the provisions cf the Addendum s, the provisions of the Addendum(si shall
control, unless the provisions thereof are prohibited by law.
c. Lessee acknowledges that it has reviewed this Lease, is familiar with its terms, and has had adequate opportunity
to review this Lease with legal counsel of Lessee's choosing. Lessee has entered into this Lease freely and voluntarily.
This Lease contains the compete understanding of the parties with respect to the subject matter hereof. All prior understandings and
agreements, oral or written, heretofore made between the partes and/or between Lessee and the previous owner of the leased
property and landlord of Lessee are merged in this Lease, which alone, fully and completely expresses the agreement between
Lessee and Lessor with respect to the subject matter hereof. No modifi.,at;or., waiver, or amendment of this Lease or any of its
conditions or provisions shall be binding upon Lessor or Lessee unless in writing and signed by both parties.
d. Lessee shall not sublet the property or any part thereof, nor assign this Lease, without the prior consent in writing of the
Lessor: this Lease is being executed by Lessor upon the credit and reputation of Lessee. Acceptance by Lessor of rental from a third
party shall not be considered as an assignment or sublease, nor shall it be deemed as constituting consent of Lessor to such an
assignment or sublease.
e. Lessee shall be solely responsible for all bills for electricity, lighting, power, gas, water, telephone, and telegraph
services, or any other utility or service used on the property.
f. This Lease shalt be governed by the laws of the State of Florida, and any applicable laws of the United States
of America.
g. All notices to Lessor shall be sent to the address for rent payments and all notices to Lessee shall be sent to:
Carlos Migoya, City Manager, City of Miami, 44.E SW 2 Avenue, lgth Floor; Miami, Florida 33130
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BY:
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/;e2J,Risk um:gec m!
ADDENDUM TO ZE_ S'_E AGREEMVN:F
Item.'Se c No..24960,10
Managirng District : Six
SR No.: 9.03 a N'v'V 12: ^.v Bridae
County, Miami -Dade
Parcel No.: 4454
This AGREENIIENT dated this day of 2010, shall serve as an
ADDENDUM to that cep ain Lease Agreement between the City of %4iami (, Lessee" at 444 S.VV 2-,a
Avenue, 10;n Floor, Miami, Florida 33130 and the State of Florida Department of Transportation
("Lessor") at 1000 N.W. 1 I It Avenue: Miami, Florida 33172 dated In
addition to the provisions contained in said Agreement. the following terms and conditions shall be
deemed to be part thereof pursuant to Paragraph 9(c) of said Agreement.
1. Conflict. Where the provisions of this Addendum conflict with the provisions of the original Lease
Aareement, this Addendum shall control.
2. Lessor reserves the right to enter the leased premises in an emergency without notice at any time.
At all other times, the Lessor will give 48 hours notice for routine maintenance, inspection or access
for construction related to the Lessor's Northwest 12,nAvenue Bridge structure. Lessee will be
responsible for any environmental contamination or damages which may result from its use or
operations on the leased premises.
3. All improvements to be constructed on the leased premises must be submitted to Lessor for written
approval before commencement of any vvork and will require removal and re -instatement of the area
at termination of the Aareement.
4, Section 3 of the Lease Agreement. The Lessee shall not be required to pay rent and Section 3 is
hereby deleted.
5. Section 6 of the Lease Agreement, entitled indemnification, is hereby amended to limit
indemnification in accordance with and subject to the limitations as set forth in Secticn 768.28 of the
Florida Statutes.
6. Section 7 of the Lease Aareement. Lessee is self insured in accordance with, and subject to the
;Imitations set forth in Section 768.28, Florida Statutes. Lessor accepts Lessee's insurance coverage
and agrees it satisfies the requirements of Section 6 of the said Lease Agreement.
7. Lessor will have access with or withcut notification for emergency bridge repairs. Routine Bridge
repairs can be with 72 hours verbal notice to the contact you nominate.
1 of
ADDENDU�l TO LEASE AGRLE_)11LNT
item'Sea No.: 2496043
Managing District: Six
SR. No.: 936 u'NW' 12:,..'ve Er
County : Miami -Dade
Parcel No, 4464
All other terms and conditions of the Lease Agreement shall remain unchanged and confirmed and
ratified by Lessee and Lessor.
IN WITNESS WHEREOF. the parties have executed this Addendum to the Lease Agreement as of
this day of 2010.
On behalf of Lessee
_01T OF MiA,U'!1
By
Carlos Migoya,
City Manager
Attest:
Pricilla A. Thompson
City Clerk
Approved as to Form and Correctness
ZE:6,',L REVIEVV:
i�
City Attcrnev
Approval as tolnsuran
ti
juirements:
r
M r2—
Lee Ann Bre m, birector
Risk Management Department
Cip of Miamwd NW 12o Ave Bridge
On behalf of Lessor
STATE OF FLORIDA
DEPA.P,TMENT OF TRANSPORTATION
By:
Attest:
Gus Pego, P.E.
District Secretary
Margaret Higgins
Executive Secretary
Alicia Trujillo, Esq.
District Chief Counsel
EXHIBIT ` A"
LEG,.,L D 'SC ,11P I -i 0\
Parcel located in Fordham's Subdivision Plat Book 4-9�. lying in Steger, 35. Tovv, l,ip 53
South, pantie 41 East as shown on the Florida Department of Transportation Richt-o-" av Map
for Sta z Road 93; Sec ,on SW -1 52. Sout',eas, rfthe %1iam, 1;, under 12 Avenue
Bridat. bergeen NW 8 Terrace and the Miami River, City of 17 ami, Miami -Dade Counn
Particu ark, described as: East portion of the Southeast parcel under she N, W 12 Avenue Bridge.
Containing 22,772 0 square feet more or less.
Florida Deparirnent of Transportation
District SIX
Item/Segment No.:
2495040
1 Sect/Job No.:
87085-3510
F.A.P, No.:
N%A
State Rd. No.:
933
County:
Miami -Dade
Parcel No.:
4454
Sheet 1 of 2
EXHIBIT "A"'
SR- T CN 0= LEUAL DIE S,CRir T !ON
' ami diver