HomeMy WebLinkAboutExhibitREVOCABLE LICENSE AGREEMENT
ISSUED BY THE
CITY OF MIAMI
TO
MIAMI BRIDGE YOUTH AND
FAMILY SERVICES, INC.
FOR THE OCCUPANCY OF THE PROPERTY LOCATED
AT
2810, 2910 & 2916 NW South River Drive, Mimi, Florida
TABLE OF CONTENTS
1.
Definitions . ..............................................................................................................................
2
2.
Purpose . ..................................................................... .................
........................................... 4
3.
Interest Conferred By This Agreement . ...........................................
...................................... 4
4.
Manner of Property Use. - ......................................................................................................
5
5.
Occupancy and Term ..........................................
......................................... 5
6.
Continuous Duty to Operate . ................... ........................
...... ........... ................................... 5
7.
Fees ................................... ...................................................................................
................. 5
S.
Late Fees-, ............................................................................................
........ ........................ 6
9.
Returned Check Fee ........................................................................................
........................ 7
10.
Security Deposit .......... .......................................................................
- ............. ................. 7
11.
Adjustment to Use Fee and Security ........... ........................
...... ........................................ 8
12.
Services and Utilities. .. ...........................................................................
............................ 8
13.
Reporting Requirements . .....................................................................................................
9
14.
Condition of the Property and Maintenance . .....................................................................
13
15.
Alterations,, Additions or Replacements . ............. ........................................
............... 13
16.
Violations, Liens and Security Interests . ............. .............................................................
14
17.
City Access to Facility . ........ .............................................................................................
15
18.
Indemnification and Hold Harmless . ............ ....................................................................
16
19.
Insurance .............. ....... ........................ .............................................................................
17
20.
No Liability . .................................... - ................................................................................
17
21,
Safety . ............................... ............... ...... ....................................................................
18
22.
Taxes and Fees ................................... ......... .....................................................................
19
23.
Cancellation by Request of Either of the Parties without
Cause ....................................... 19
24.
Automatic Termination by City Manager for Cause .........................................................
19
25.
Notices . ...................... .............................. .............................
.................................... 19
26.
Advertising ............................................... .........................................................................
20
27.
Hazardous Materials . .........................................................................................................
21
28.
Radon Gas . ............. .........................................................................................................
22
29.
Licenses, Authorizations and Permits................................................................................
22
30.
3
Compliance with all Applicable Laws ...............................................................................
22
31.
Ownership of improvements ........ .................... ..............................
............. ................... 23
32.
Surrender of Property.........................................................................................................
23
33.
Severabilitv . ........................................ ..............................................................................
24
34.
Invalidity-- ..... ............... .......... .............
.................................... .......... 24
35,
No Assign-u-nent or Transfer .... ............... ...........................................................................
24
36,
Public Records . ...... ...................................................
............................ .... 25
37.
Conflict of Interest.... .... ...................... ................................
............................... - 25
38.
Americans with Disability Act .................. - .......................................................................
25
39.
Non-discrimination . .......... ........................................
.............. .................. . ..... 26
40.
Affin-native Action..... ......... ....................... ............................................
.................. 26
41.
Minority/Women Business Utilization . .............................................................................
26
42.
Amendments and Modifications........................................................................................
27
43.
Attormey(s)' Fees................................................................................................................
27
44.
Litigation............................................................................................................................27
45.
Waiver of Jury Trial.... .......................................................................................................
27
46.
Waiver................................................................................................................................28
47.
Time of Essence.................................................................................................................
28
48.
No Interpretation against Draftsmen..................................................................................
28
49.
Further Acts.......................................................................................................................
28
50.
Third Party Beneficiary ......... ......................................
...................................................... 29
51.
No Partnership...................................................................................................................
29
52.
Headings. ...........................................................................................................................
29
53.
Authority. ...........................................................................................................................
29
54.
Entire Agreement...............................................................................................................
29
55.
Special Provisions..............................................................................................................
29
EXHIBIT A
PROPERTY -LEGAL DESCRIPTION......................................................................................... 33
EXHIBIT B
REPORTING REQUIREMENTS................................................................................................ 34
EXHIBIT C
INSURANCEREQUIREMENTS................................................................................................ 35
EXHIBIT D
STATELEASE AGREEMENT................................................................................................... 37
REVOCABLE LICENSE AGREEMENT
This Revocable License Agreement ("Agreement") is made this day of
between the City of Miami (the "City") a municipal corporation of
the State of Florida and Miami Bridge Youth and Family Services, Inc. (``Licensee"), a
non-profit corporation incorporated under the laws of the State of Florida.
RECITALS
WHEREAS, the City and Licensee ("the Parties") desire and intend to enter into
a Revocable License Agreement ("Agreement") for the use of city -owned property
located at 2916 NW South River Drive and, subject to state approval, the state-owned
lands located at 2810 and 2910 NW South River Drive, Miami, Florida (collectively the
"Property"); and
WHEREAS, the Licensee's mission is to act as a 24/7 emergency youth shelter to
minor children aged 10 to 17, who are in crisis, removed from their homes or the streets,
ungovernable, truants, chronic runaways, awaiting court disposition and/or long term
placement and additionally provide non-residential family crisis intervention counseling;
and
WHEREAS, Licensee has expressed its interest in utilizing this city -owned
property for such uses; and
WHEREAS, this Revocable License Agreement is not assignable; and
WHEREAS, this Agreement is revocable -at -will by the City Manager and
without the consent of the Licensee; and
WHEREAS, this Agreement does not transfer an interest in real property
including any leasehold interest in real proper �y owned by the City; and
WHEREAS, this Agreement does not confer a right to use any real property for
any general purposes; and
WHEREAS, this Agreement confers no exclusive possession of the Property; and
WHEREAS, this Agreement does not convey or transfer any right to exclude the
City from any real or personal property; and
WHEREAS, the City and the Licensee agree that upon execution of this
Agreement, the existing Revocable Permit between the City and Licensee for the use of
said property shall be terminated and this Agreement shall replace said Revocable Permit;
and
WHEREAS, this Agreement permits only certain, enumerated, specific, listed
pennitted uses and does not permit anything further; and
WHEREAS, this Agreement requires that Licensee must comply at all times with
Section 18-188 and 18-189 of the City of Miami Code; and
WHEREAS, the Parties jointly and voluntarily stipulate as to the accuracy of
these recitals; and
NOW THEREFORE. in consideration of the mutual covenants set forth herein,
the parties hereby agree as follows:
0VI—IT nt c
The foregoing recitals are herebyincorporated and made a part of this Agreement.
1. Definitions.
A. "City Manager" is the City Manager for the City of Miami
B. "DEP" shall refer to the Department of Enviromnental Protection, the state
agency which administers state-owned uplands for the Board of Trustees for
Internal Improvements Trust Fund ("THT")
C. "Director" shall mean the Director of the Department of Public Facilities for the
City of Miami.
D. "Effective Date" shall mean the date DEP approves of this Agreement between
the City and the Licensee and the continued use of the state owned lands for the
uses specified herein. In the event the Effective Date does not fall on the first day
of the month, for the purposes of detei7inining renewal dates and the expiration of
this Agreement, the Effective Date thenceforth shall be adjusted to be the first day
of the following imonth.
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E. "Emergency Youth Shelter" shall mean a shelter offering youth 24/7 residential
shelter for no Im4er than one hundred eighty (180) days.
F. "Hazardous Material Laws" means all applicable requirements of federal, state
and local environmental, public health and safety laws, regulations, orders,
permits, licenses, approvals, ordinances and directives, including but not limited
to, all applicable requirements of: the Clean Air Act; the Clean Water Act; the
Resource Conservation and Recovery Act, as amended by the Hazardous and
Solid Waste Amendments of 1984; the Safe Drinking Water Act; the
Comprehensive Environmental Response, Compensation and Liability Act, as
amended by the Superfund Amendments and Reauthorization Act of 1986; the
Occupational Health and Safety Act; the Toxic Substances Control Act; the
Pollutant Discharge Prevention and Control Act; the Water Resources Restoration
and Preservation Act; the Florida Air and Water Pollution Control Act; the
Florida Safe Drinking Water Act; and the Florida Environmental Reorganization
Act of 1975.
G. "Permitted uses" shall mean the use of the Property as a residential and
emergency youth shelter for runaways, and for non-residential youth and family
crisis intervention counseling.
H. "Property" shall mean the real property and improvements, including a city -
owned parcel located at 2916 NW South River Drive and the state-owned lands
located at 28I0 and 2910 NW South River Drive, Miami, Florida, as more
particularly described in Exhibit "A" attached hereto and made a part hereof.
I. "State" shall mean the State of Florida or the administrative agency overseeing
the state owned parcels within the Property.
J. "State Lands" refers to that portion of the Property that consists of the state-
owned lands under a lease agreement with the City, which consists of the parcels
ident'Eed as 2810 and 2910 NW South River Drive, Miami FL.
K. "State Lease" shall mean the Iease between TIIF and the City of Miami for the
use of two state-owned parcels located at 2810 and 2910 NW South River Drive,
Miami, Florida.
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2. Purpose.
The City is the owner of one parcel within the Property, while the State is the
owner of the remaining two afore -described parcels. The City has determined that the
city -owned portion of the Property is not needed at this time by any of the City's offices
or departments. The City has expressed its desire to assist the Licensee in accomplishing
its purpose and in furtherance thereof, authorizes the Licensee to occupy and use the
Property for the Pennitted Uses under the conditions hereinafter set forth, subject to the
State's approval of state-owned parcels. The use of the Property is strictly limited to the
Pennitted Uses and is not to be used for any other purpose whatsoever. Any use of the
Property not authorized under the Permitted Uses must receive the prior written consent
of the City Manager or his/her designee, which consent may be withheld, or conditioned,
for any or no reason, including, but not limited to additional financial consideration.
3. Interest Conferred By This Agreement.
The Citv agrees that Licensee shall have use of the Property, subject to the City
and the States access to the Property in accordance with Parap-raph 17 herein.
This Agreement solely authorizes Licensee to the temporary use of the Property
for the limited purposes set forth herein and for no other purpose. The Parties hereby
agree that the provisions of this Agreement do not constitute a lease or an easement. The
rights of Licensee hereunder are not those of a tenant, but are a mere personal privilege to
do certain acts of a temporary character- on the Property and to use the Property, subject
to the terms of this Agreement. The City and the State retain dominion, possession and
control of the respective city -owned and state-owned portions of the Property. Therefore,
no lease or easernent interest in the Property is confen-ed upon Licensee under the
provisions hereof. 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 Agreement 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.
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4. Manner of Property Use.
Licensee's use of the Property is non-exclusive and License acknowledges and
agrees to abide by the teens and obligations as set forth in the services to be provided,
mazmer of operation, use areas and maintenance and utility obligations, provided
however, the City agrees not to enter into mother License Agreement or other similar
Agreement, lease or sublease on this Property that would interfere with Licensee's ability
to operate on the Property.
5. Occupancy and Term .
This Agreement shall commence on the Effective Date and shall be for an initial
teen ("Tenn") of seven (7) years with the option to renew for two (2) additional five year
Tenns at the City's discretion, for a maximum period of seventeen years or until the first
to occur of the following:
a) Cancellation pursuant to Paragraph 23 herein; or
b) Automatic Termination with Cause subject to the notice provisions of
Paragraph 24 herein.
c) Automatic Termination subject to the notice provisions of Paragraph 24
herein should Licensee not maintain an active status as a 501 ( c ) (3 )
corporation.
6. Continuous Duty to Operate.
Except where the Property is rendered unusable by reason of fire or other
casualty, Licensee shall at all times during this Agreement, occupy the Property upon the
Effective Date and shall thereafter continuously conduct operations in the Property in
accordance with the terns of this Agreement.
7. Fees.
A. -Monthly Use Fee.
Commencing on the Effective Date of this Agreement and continuing throughout
the duration of this Agreement, Licensee shall pay to City a fee in the amount of Five
5
Hundred Dollars and 00/100 Cents ($500.00) on a monthly basis ("Monthly Use Fee"),
payable as set forth in subparagraph B below:
B. Manner of Payment.
Commencing on the Effective Date of this Agreement, and on the first day of
every month thereafter, Licensee shall pay to the City the Monthly Use Fee. as adjusted
according to the provisions in Paragraph 11 herein, plus State of Florida Use Tax, if
applicable, for the use of the Property to the following address:
City of Miami
Department of Finance
Attention: Treasury Management/Receipts
444 SW 2nd Avenue, 6th Floor
Miami, Florida 33130
C. Annual State Fees.
In the event that the State of Florida imposes any annual fee for the use of the
Property in accordance with the State Lease, the Licensee agrees to pay said State fees.
S. Late Fees.
In the event any installment of the Monthly Use Fee is not received by the City on
or before the fifth day of the month, Licensee shall pay to City a late charge in an amount
equal to five percent (5%) of the respective Monthly Use Fee. Such late fee shall
constitute additional fees due and payable to City by Licensee upon the date of payment
of the delinquent payment referenced above. Acceptance of such late charge by City
shall, in no event, constitute a waiver of Licensee's violations with respect to such
overdue amount nor prevent City from the pursuit of any remedy to which City may
otherwise be entitled.
6
9. Returned Check Fee.
In the event any check is returned to the City as uncollectible, the Licensee shall
pay to City a returned check fee (the `Returned Check Fee") based on the following
schedule,
Returned Amount
Returned Check Fee
500.01 - 50.00
520.00
550.01 - 300.00
530.00
$300.01 - 800.00
$40.00
OVER 5800
5% of the returned amount.
The Returned Check Fee shall constitute additional fees due and payable, to City
by Licensee, upon the date of payment of the delinquent payment referenced above.
Acceptance of the Returned Check Fee by City shall, in no event, constitute a waiver of
Licensee's violations with respect to such overdue amount nor prevent City from the
pursuit of any remedy to which City may otherwise be entitled.
10. Security Deposit.
Simultaneously with the execution of this Agreement, the Licensee shall deposit
with City the Security Deposit ("Security") in the amount of Five Hundred Dollars and
00/100 Cents (5500.00) as guarantee for the full and faithful perfonnance by Licensee of
all obligations of Licensee under this Agreement or in connection with this Agreement.
If Licensee is in violation (as referenced by Paragraph 24 herein) beyond any
applicable notice or cure period, the City may use, apply or retain all or any part of the
Security Deposit for the payment of (i) any fee or other sum of money which Licensee
was obligated to pay but did not pay, (ii) any sum expended by City on Licensee's behalf
in accordance with the provisions of this Agreement, or (iii) any sum which City expends
as a result of Licensee's violation. The use, application or retention of the Security
Deposit or any portion thereof by City shall not prevent City from exercising any other
right or remedy provided for under this Agreement or at law and shall not limit any
recovery to which City may be entitled otherwise. At any time or times when City has
made any such application of all or any part of the Security Deposit, the Licensee shall
7
deposit the sum or sums equal to the amounts so applied by City within ten (10) days of
written notice by the City.
Provided Licensee is not in violation of this Agreement, the Security Deposit or
balance thereof, as the case may be, shall be returned to Licensee upon the terinination of
this Agreement or upon any later date after which Licensee has vacated the Property in
the same condition or better as existed on the Effective Date, ordinary wear and tear
excepted. Upon the return of the Security Deposit (or balance thereof) to the Licensee,
City shall be completely relieved of liability with respect to the Security Deposit and
Licensee agrees it will have no recourse to claim a further sum. Licensee shall not be
entitled to receive any interest on the Security Deposit.
IL Adjustment to Use Fee.
Commencing on the first day of each five-year term following the expiration of
the initial seven-year term of this Agreement (the "Auliversary Date"), or on the first day
of the month following the Anniversary Date, whichever occurs first, if the Effective
Date is not on the first of the month, Licensee agrees that the Monthly Use Fee shall be
increased by five percent (5%) of the Monthly Use Fee in effect for the immediately
preceding terin. Nothing in this paragraph shall be construed to grant Licensee the right
to use or occupy the Property for a tern greater than on a month-to-month basis.
12. Services and Utilities.
A) Licensee's Responsibilities.
Licensee, at its sole cost and expense, shall pay for all utilities except those
specifically set forth in Subparagraph 12 (B) below to be provided by City, which may
include, but are not limited to, electricity, water, storm water fees, gas, telephone,
garbage and sewage disposal used by Licensee during its occupancy of the Property, as
well as all costs for installation of any lines and equipment necessary. If not already
existing, Licensee, at its sole cost, shall install all utilities required for its use, shalt install
separate utility meters required thereby and arrange for direct utility billing from all
applicable utility companies for such services.
M.
Licensee, at its sole cost and expense, shall provide cleaning and janitorial
services and hire pest and termite control services for the Property, as needed, to insure
that the Property will at all times be in a clean and sanitary condition and free from
vermin.
Licensee agrees to provide any and all security it deems necessary to protect its
operations and equipment. Licensee shall insure that all appropriate equipment and lights
have been turned off and appropriate doors locked at the close of operations within the
Property each day.
B) City's Responsibilities.
City, at its sole cost, shall pay for the following utilities: None.
If applicable, the City reserves the right to interrupt, curtail or suspend the
provision of any utility service provided by it, including but not limited to, heating,
ventilating and air conditioning systems and equipment serving the Property, to which
Licensee may be entitled hereunder, when necessary by reason of accident or emergency,
or for repairs, alterations or improvements in the judgment of City desirable or necessary
to be made or due to difficulty in obtaining supplies or labor or for any other cause
beyond the reasonable control of the City. The work of such repairs, alterations or
improvements shall be prosecuted with reasonable diligence. The City shall in no respect
be liable for any failure of the utility companies or governmental authorities to supply
utility service to Licensee or for any limitation of supply resulting from governmental
orders or directives. Licensee shall not claim any damages by reason of the City's or
other individual's interruption, curtailment or suspension of a utility service, nor shall the
Revocable License or any of Licensee's obligations hereunder be affected or reduced
thereby.
13. Reporting Requirements.
Licensee shall prepare or cause to be prepared the following reports and
documents identified in sub -paragraphs A and B below and submit them to the Director
of the Department of Public Facilities, Asset Management Division, City of Miami, 444
we
SW 2nd Avenue, 3rd Floor, Miami, FL. 33130 by the timeframes identified below and
detailed in Exhibit `B" attached hereto and incorporated herein by reference.
A) Audited Financials
This Agreement is subject to the provisions of Sec. 18-102, City Code, as
amended entitled "Audits." Within ninety (90) days after the end of each fiscal year,
Licensee shall deliver or cause to be delivered to the City of Miami's Director,
Department of Public Facilities, audited financial statements of the Licensee's operations
at the Property location which includes the Licensee's gross revenues for the fiscal year,
including the following:
i) grants, subsidies, rebates, credits or similar benefits received from any federal,
state, regional or local body, agency, authority, department or organization which
revenues are unrestricted or are to be used for general operating expenses;
ii) all donations and contributions received which revenues are unrestricted or are to
be used for general operating expenses.
iii) revenue from services, program fees, membership dues;
iv) revenue from advertising and sponsorships conducted on the Property;
v) revenue from concession sales and all other receipts whatsoever of all business
conducted in or from the Property;
vi) all revenue from sales and services generated on or from the Property;
vii) all revenue received by Licensee or any business entity or venture which has
involvement of Licensee's principals, in comlection with the use of the Property,
any facility thereon, or any portion thereof for any period of time, including
without limitation, special events and fundraising events, held on the Property;
Such audited financial statements ("Audit") shall be prepared by an independent,
Certified Public Accountant (CPA) employed at the Licensee's sole cost and expense.
Licensee may at its discretion submit Audited Financials that include Licensee's other
Miami -Dade County operations, so long as the financials provides separate columns and
line items delineating expenses and revenues corresponding to the operations at the
10
Property location. In the event Licensee is unable to timely submit the financial
statements and provided Licensee has commenced and diligently pursued the completion
of the audited financial statements, Licensee may submit a written request to the Director
for a thirty (30) day extension to prepare and submit the audited financials which request
shall not be unreasonably denied. Said CPA shall attest that such statement is prepared in
accordance with generally accepted accounting principles and practices and represents
the Gross Revenues, other revenues, if any, for the period indicated therein.
Notwithstanding the above and during the term of this Agreement described in
Paragraph 5 herein and for a period expiring three (3) years after the expiration of the
ten -n, at its option, the City may, at its sole cost and expense, audit Licensee's business
affairs, records, program files, sales slips and sales tax records in connection with
Licensee's sales on, from, or related to the Property for the period covered by any
financial statement, report or record furnished to the City.
Licensee shall allow the City or auditors of the City to inspect all or any part of
the source documents and records for the aforesaid, subiect to anv applicable general law
of the State of Florida protecting the release of confidential and/or orivile,2ed
information. Said inspection shall be conducted at the sole discretion of the City.
Records shall be available Monday through Friday, inclusive, between the hours of 8:00
AM and 5:00 PM at the Licensee's address provided in Paragraph 24 of this Agreement.
Copies requested by the City shall be furnished to the City at no cost.
B) Preventive Maintenance Report.
No later than August 31st of each year, Licensee, at its own cost and expense,
shall cause a certified and qualified inspector to perform physical inspection of the
Property, including all structural, mechanical and electrical components as part of a
preventive maintenance program and shall submit an inspection report to the City of
any deteriorating conditions found at the Property ("Preventive Maintenance Report").
Within sixty (60) days of completing said inspection, Licensee shall submit a
remediation plan to the City, to be approved by the City Manager or his/her designee,
for all conditions requiring repair, replacement or modification as noted in the
inspection report. As part of the physical inspection of the Property, Licensee shall
perform or cause to be perfonned, the following preventive maintenance services:
I ) Cleaning and janitorial services for the city -owned Property;
ii) Grounds services, including lawn, shrub and tree maintenance and
removal of any rubbish or obstructions frorn the city -owned property;
iii) Interior and exterior window cleaning to be performed as needed but no
less than once every one hundred and twenty (120) days;
iv) Vermin control as necessary, but no less than once every sixty (60) days;
V) Periodic maintenance and cleaning of kitchen and exhaust equipment,
and grease traps or grease inceptors, if applicable;
vi) Painting of interior and exterior of buildings, including caulking of all
window and door frames, painting of signs, if applicable and restriping
of parking lot on the licensed Property, as necessary, but no less than
every four (4) years;
vii) Pressure clean roof as necessary, or upon written request by the City
Manager;
viii) Replace roof as necessary or upon written request by the City Manager;
If Licensee refuses, neglects or fails to provide the above services or does not
provide adequate services within thirty (30) days after written demand from the City,
City may take corrective measures or cause the Property to be cleaned or repaired
without waiving its right, based upon any violation of the Licensee and without
releasing Licensee from any > obligations hereunder. Licensee shall pay City as
additional payments the full cost of such work within thirty (30) days of Licensee's
receipt from the City of an invoice indicating the cost of such corrective measures or
clean-up. Failure to pay such invoice as directed without the necessity of City repairing
the Property shall constitute a violation of this Agreement.
Nothing herein shall imply that maintenance, repair and inspections should be
performed by Licensee only at the suggested intervals. Licensee shall, at all times, be
12
responsible for the condition of the Property and shall perfonn repairs required in a
timely manner so as to prevent injury to person and waste to property.
14. Condition of the Property and Maintenance.
Licensee accepts the Property "as is", in its present condition and state of repair
and without any representation by, or on behalf of City, and agrees that City and/or the
State shall under no circumstances, be liable for any latent; patent or other defects in the
Property. Licensee, at its sole cost, shall maintain the Property in good order and repair
at all times and in an attractive, clean, safe and sanitary condition and shall suffer no
waste or injury thereto. Licensee shall be responsible for all interior and exterior repairs
to the Property required or caused by Licensee's use of part thereof.
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 State code requirements
for Licensee's occupancy thereof.
15. Alterations, Additions or Replacements.
Licensee shall have the right to make repairs to the Property, provided (i)
Licensee delivers written notice to the Citv Manager of the commencement of such
repairs at least thirty (30) days prior to such commencement of work, (ii) if applicable,
Licensee aa-rees to uav additional actual and reasonable fees to the City if such alteration
will affect the cost of services being provided by the City, and (iii) Licensee submits the
plans and specifications for such repairs to the City Manager and obtains approval to such
plans and specifications by the City Manager or his/her designee.
The Licensee shall be solely responsible for applying and acquiring all necessary
permits, including but not limited to, building permits. The Licensee shall be responsible
for any and all costs associated with any alterations including, but not limited to design,
construction, installation and permitting costs. All alterations to the Property, whether or
not by or at the expense of the Licensee, shall, unless otherwise provided by written
agreement of the parties hereto, immediately upon their completion become the property
of the City and shall remain and be surrendered with the Property. In the event of an
emergency, Licensee may reasonably proceed to perform such repair work and shall
immediately notify City of such work.
All alterations must be ' in compliance with all statutes, laws, ordinances and
regulations of the State of Florida, Miami -Dade County, City of Miami and any other
agency that .nay have jurisdiction over the Property as they presently exist and as they
may be amended hereafter.
In the event of an emergency, Licensee shall reasonably proceed to perform such
repair work and shall immediately notify the City Manager or his/her designee of such
work.
16. Violations, Liens and Security Interests.
The Licensee shall not suffer or permit any statutory laborers, material man, or
construction liens to be filed against the title to the Property, nor against any alteration by
reason of work, labor, services. or materials supplied to the Licensee or anyone having a
right to possession of the Property. Nothing in this Agreement shall be construed as
constituting the consent or request of the City, expressed or implied, by inference or
otherwise, to any contractor, subcontractor, laborer or material man for the performance
of any labor or the furnishing of any materials for any specific alteration, or repair of or
to the Property nor as giving the Licensee the right, power or authority to contract for or
permit the rendering of any services or the furnishing of any materials that would give
rise to the filing of any construction liens against the Property. If any construction lien
shall at any time be filed against the Property, the Licensee shall first make its best effort
to discharge such lien of record by obtaining or attempting to obtain a final release of lien
within fifteen (15) days after the Licensee acquires knowledge of its filing. However, if
such efforts to obtain a final release of lien are contested, the Licensee shall then, within
thirty (30) days of notice of such objection, provide written evidence commonly
acceptable in the surety ship trade to the City, timely submitted to the Director, that the
bond has been applied to discharge the lien. If the Licensee shall fail to discharge a
construction lien within that period, then in addition to any other right or remedy
available to the City, the City may, but shall not be obligated to, discharge the lien either
by paying the amount claimed to be due or by procuring the discharge of the lien by
14
deposit in court of bonding or: other acceptable form of security in lieu thereof.
Additionally, the City may compel the prosecution of an action for the foreclosure of the
construction lien by the lienor and pay the amount of the judgment, if any, in favor of the
lienor (with interest, costs and allowances), with the understanding that all amounts paid
by the City shall constitute additional payments due and payable under this Agreement
and shall be repaid to the City by the Licensee immediately upon rendition of any invoice
or bill by the City. The Licensee shall not be required to pay or discharge any statutory,
laborers, supplies, material man or construction lien so long as (i) the Licensee shall in
good faith proceed to contest the lien by appropriate proceedings, (ii) the Licensee shall
have given notice in writing to the City of its intention to contest the validity of the lien,
and (iii) the Licensee shall furnish and keep in effect a surety bond of a responsible and
substantial surety company reasonably acceptable to the City or other security reasonably
satisfactory to the City in an amount sufficient to pay one hundred ten percent of the
amount of the contested lien claim with all interest on it and costs and expenses,
including reasonable attorneys' fees, to be incurred in connection therewith. Licensee
further agrees to hold City harmless from, save, defend, and to indemnify the City
against, any and all claims, demands and expenses, including reasonable attomey's fees,
by reason of any claims of any contractor, subcontractor, material man, laborer or any
other third person with whom Licensee has contracted or otherwise is found liable for, in
respect to the Pronertv.
17. Cite Access to Facility
City and its authorized representative(s) shall have, at all times, access to the
Property, subject to the limitations set forth below. City will maintain a complete set of
keys to the Property. Licensee, at its sole cost and expense, may duplicate or change key
locks to the Property but not until first receiving written approval from the Director for
such work. In the event Licensee changes key locks as approved by the Director,
Licensee, at its sole cost and expense, must also provide to City a copy or copies of said
keys, if more than one copy is required.
The City and its authorized agents or representatives shall have access to and
entry into the Property at any time to (a) inspect the Property, (b) to perform any
15
obligations of Licensee hereunder which Licensee has failed to perforin after written
notice thereof to Licensee, Licensee not having cured such matter within fifteen (15)
days of such notice, (c) to assure Licensee's compliance with the tenns and provisions of
this Agreement and all applicable laws, ordinances, rules and regulations, (d) to show the
Property, inclusive of the Property, to prospective purchasers or tenants, and (e) for other
purposes as may be deemed necessary by the City Manager in the furtherance of the
City's corporate purpose, provided, however, that City shall make a diligent effort to
provide at least 48 -hours advance notice and Licensee shall have the right to have one or
more of its 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 Agreement.
18. Indemnification and Hold Harmless.
Unless solely caused as a result of the City's (including its employees, agents, and
officials) gross negligence or willful misconduct, Licensee shall indemnify, defend and
hold harmless the City and its officials; employees and agents (collectively referred to as
"Indemnitees") and each of them from and against all losses, costs, penalties, fines,
damages, claims, expenses (including attorney's fees) or liabilities (collectively referred
to as "Liabilities") by reason of any injury to or death of any person or damage to or
destruction or loss of any property arising out of, resulting from, or in connection with (i)
the performance or non-performance of the services contemplated by this Agreement
which is or is alleged to be directly or indirectly caused, in whole or in part, by any act,
omission, default or negligence (whether active or passive) of Licensee or its employees,
agents or subcontractors (collectively referred to as "Licensee"), regardless of whether it
is, or is alleged to be.. caused in whole or part (whether joint, concurrent or contributing)
by any act, omission, default or negligence (whether active or passive) of the
Indemnitees, or any of them or (ii) the failure of the Licensee to comply with any of the
paragraphs herein or the failure of the Licensee to conform to statutes, ordinances,
16
resolutions, rules, or other regulations or requirements of any governmental authority,
federal or state, in connection with the performance of this Agreement. Licensee
expressly agrees to indemnify and hold harmless the Indemnitees, or any of them, from
and against all liabilities which may be asserted by an employee or former employee of
Licensee, or any of its subcontractors; as provided above, for which the Licensee's
liability to such employee or former employee would otherwise be limited to payments
under state Workers' Compensation or similar laws.
Licensee further acknowledges that, as lawful consideration for being granted the
right to utilize and occupy the Property, Licensee, on behalf of itself, its agents, invitees
and employees, does hereby release from any legal liability the City, its officers, agents
and employees, from any and all claims for injury, death or property damage resulting
from Licensee's use of the Property.
19. Insurance.
Licensee, at its sole cost, shall obtain and maintain in full force and effect at all
times throughout the period of this Agreement, the insurance as set forth in Exhibit "C"
attached hereto and made a part hereof..
20. No Liability.
Unless caused as a result of the City's (including its employees, agents, and
officials) gross negligence or willful misconduct, in no event shall the City be liable or
responsible for injury. loss or datmage to the property, improvements, fixtures and/or
equipment belonging to or rented by Licensee, its officers, agents, employees, invitees or
patrons occurring in or about the Property that may be stolen, destroyed, or in any way
damaged, including, without limitation, fire, flood, steam, electricity, gas, water, rain,
vandalism or theft which may leak or flow from or into any part of the Property, or from
the breakage, leakage, obstruction or other defects of the pipes, sprinklers, wires,
appliances, plumbing, air conditioning or lighting fixtures of the Property, or from
hurricane or any act of God or any act of negligence of any user of the facilities or
occupants of the Property or any person whomsoever whether such damage or injury
results from conditions arising upon the Property or upon other portions of the Property=
17
or from other sources. Licensee further indemnifies the City, its officers, agents and
employees from and against any and all such claims 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, unless solely
caused as a result of the Citv's (includin(4 its emolovees, agents, and officials) moss
ne2li2ence or willful misconduct.
Licensee further acknowledges that as lawful consideration for being granted the
right to utilize and occupy the Property, Licensee, on behalf of himself, his agents,
invitees and employees, does hereby release from any legal liability the City, its officers,
agents and employees. from any and all claims for injury, death or property damage
resulting from Licensee's use of the Property.
21. Safety.
Licensee will allow City inspectors, agents or representatives the ability to
monitor its compliance with safety precautions as required by federal, state or local laws,
rules, regulations and ordinances. By performing these inspections the City, its agents, or
representatives are not assuming any liability by virtue of these laws, rules, regulations
and ordinances. Licensee shall have no recourse against the City, its agents, or
representatives from the occurrence, non-occurrence or result of such inspection(s). Upon
issuance of a notice of commencement, the Licensee shall contact the Risk Management
Department at (305) 416-1700 to schedule the inspection(s).
22. Taxes and Fees
Licensee shall pay before any fine, penalty, interest, imposition, tax, fee or levy of
any nature relating to non-payment, or costs is added for nonpayment, any and all
charges, fees, taxes or assessments levied against the Property (collectively
Assessments), its proportionate share of use of the Property and/or against personal
property of any kind, owned by or placed in, upon or about the Property by Licensee,
including, but not limited to, ad valorem taxes, fire fees and parking surcharges. In the
event Licensee appeals an Assessment, Licensee shall immediately notify the City of its
intention to appeal said Assessment and shall furnish and keep in effect a surety bond of a
18
responsible and substantial surety company reasonably acceptable to the City Manager,
or his designee, or other security reasonably satisfactory to the City Manager, or his
designee, in an amount sufficient to pay one hundred percent (100%) of the contested
Assessment with all interest on it and costs and expenses, including reasonable attorneys'
fees to be incurred in connection with it.
23. Cancellation by Request of Either of the Parties without Cause.
Either party may cancel this Agreement at any time by giving thirty (30) days
written notice to the non -canceling party prior to the effective date of the cancellation.
The City may act by and through its City Manager or the Manager's designee under this
paragraph.
24. Automatic Termination by City Manager for Cause.
If, at the reasonable discretion of the City Manager, Licensee in any manner
violates the restrictions and conditions of this Agreement, 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 correct such deficiencies, and upon failure of Licensee to do so after
such written notice within said ten (10) day period, this Agreement shall be
automatically terminated without the need for further action by the City Manager.
25. Notices.
All notices or other communications which may be given pursuant to this
Agreement 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:
19
CITY OF LICENSEE
City of Miami Executive Director
Office of the City Manager Miami Bridge Youth and Family Services, Inc.
3500 Pan American Drive, 2916 NW South River Drive
Miami, FL 33133 Miami, Florida 33132
WITH COPIES TO: WITH COPIES TO:
City Attorney Broad and Cassel
City of Miami= Attn. Vivian de las Cuevas -Diaz, Esq.
444 SW 2nd Avenue, 9"' Floor 2 South Biscavne Blvd.
Miami, Florida 33130 One Biscavne Tower, 21" Floor
Miami, Florida 33131
Director
City of Miami
Department of Public Facilities
444 SW 2 Avenue, Suite 325
Miami, FL 33130
26. Advertising.
Licensee shall not permit any signs or advertising matter to be placed either in the
interior or upon the exterior of the Property without having first obtained the approval of
the Director or his designee, which approval may be conditioned or withheld. Licensee
shall, at its sole cost and expense, install, provide, maintain such sign, decoration,
advertising matter or other things as may be pennitted hereunder in good condition and
repair at all times. Licensee must further obtain approval from all governmental
authorities having jurisdiction and must comply with all applicable requirements set forth
in the City of Miami Code and Zoning Ordinance, including sign ordinances and
regulations. Upon the cancellation of this Agreement, Licensee shall, at its sole cost and
expense, remove any sign, decoration, advertising matter or other thing permitted
hereunder from the Property. If any part of the Property is in any way damaged by the
removal of such items, said damage shall be repaired by Licensee at its sole cost and
expense. Should Licensee fail to repair any damage caused to the Property within ten
(10) days after receipt of written notice from City directing the required repairs, City
shall cause the Property to be repaired at the sole cost and expense of Licensee. Licensee
20
shall pay City the full cost of such repairs within five (5) days of receipt of an invoice
indicating the cost of such required repairs.
Licensee hereby understands and agrees that the City may, at its sole discretion,
erect or place upon the Property an appropriate sign indicating City's having issued this
Agreement.
27. Hazardous Materials.
The Licensee shall, at its sole cost and expense, at all times and in all respects
comply with all federal, state and local laws, statutes, ordinances and regulations, rules,
rulings, policies, orders and administrative actions and orders relating to hazardous
materials ("Hazardous Materials Laws"), including, without limitation, any Hazardous
Materials Laws relating to industrial hygiene, environmental protection or the use,
storage, disposal or transportation of any flammable explosives, toxic substances or other
hazardous, contaminated or polluting materials, substances or wastes, including, without
limitation, any "Hazardous Substances", "Hazardous Wastes", "Hazardous Materials" or
"Toxic Substances" (collectively "Hazardous Materials"), under any such laws,
ordinances or regulations. The Licensee shall, at its sole cost and expense, procure,
maintain in effect and comply with all conditions of any and all permits, licenses and
other governmental and regulatory approvals relating to the presence of Hazardous
Materials «�ithin, on, under or about the Property or required for the Licensee's use of
any Hazardous Materials in or about the Property in conformity with all applicable
Hazardous Materials Laws and prudent industry practices regarding management of such
Hazardous Materials. Upon cancellation or revocation of this Permit, the Licensee shall,
at its sole cost and expense. cause all Hazardous Materials, including their storage
devices, placed in or about the Property by the Licensee or at the Licensee's direction, to
be removed from the Property and transported for use, storage or disposal in accordance
and compliance with all applicable Hazardous Materials Laws. ----The Licensee may
operate according to the custom of the industry so long as the use or presence of
Hazardous Materials is strictly and properly monitored according to, and in compliance
with, all applicable governmental requirements. The requirements of this paragraph of
the License shall survive the cancellation or revocation of this License.
21
The City represents that:
To the best of its knowledge there are no environmental violations, whether under
federal, state, or local laws, existing on the Property;
To the best of its knowledge there are no Hazardous Materials presently existing
on the Property.
28. Radon Gas.
Radon is a naturally occurring radioactive gas that, when it has accumulated in a
building in sufficient quantities, may present health risks to persons who are exposed to it
over time. Levels of radon that exceed federal and state guidelines have been found in
buildings in Florida. Additional infonnation regarding radon and radon testing may be
obtained from your county public health unit. Licensee may, have an appropriately
licensed person test the Property for radon. If the radon level exceeds acceptable EPA
standards. the City may choose to reduce the radon level to an acceptable EPA level,
failing which either party may cancel this License.
29. Licenses, Authorizations and Permits.
Licensee shall obtain, or cause to be obtained, and maintain in full force and
effect throughout the period of this Agreement, at its sole expense, all licenses,
authorizations and permits that are necessary for Licensee to conduct its commercial
activities.
Licensee shall be responsible for paying the cost of said applications and
obtaining said licenses, authorizations and permits.
30. Compliance with all Applicable Laws.
Licensee accepts this Agreement and hereby acknowledges that Licensee's strict
compliance with all applicable federal, state and local laws, ordinances and regulations is
a condition of this Agreement and Licensee shall comply therewith as the same presently
exist and as they may be amended hereafter. This Agreement shall be construed and
enforced according to the laws of the State of Florida.
31. Ownership of Improvements.
As of the Effective Date and throughout the Term, all buildings and
improvements thereon shall be vested in City or the State of Florida, as applicable.
Furthermore, title to all alterations made in or to the Property, whether or not by or at the
expense of Licensee, shall, unless otherwise provided by written agreement, immediately
upon their completion become the property of the City or the State of Florida, as
applicable. and shall remain and be surrendered with the Property.
32. Surrender of Property.
In either event of cancellation or termination pursuant to Paragraph 23 or
Paragraph 24, or at the expiration of the time limited by the notice, Licensee shall
peacefully surrender the Property broom cleaned and in good condition and repair
together with all alterations, fixtures, installation, additions and improvements which may
have been made in or attached on or to the Property. Upon surrender, Licensee shall
promptly remove all its personal property, trade fixtures and equipment and Licensee
shall repair any damage to the Property caused thereby. Should Licensee fail to repair
any damage caused to the Property within fifteen (15) days after receipt of written notice
from City directing the required repairs (or such longer period if such repair(s) cannot be
reasonablv completed within such fifteen 05) day period) but Licensee is proceeding
with reasonable diligence to make such repairs, in which case Licensee will have such
additional time as may be reasonably necessary to make such repairs, and City shall
cause the Property to be repaired at the sole cost and expense of Licensee. Licensee shall
pay the City the full cost of such repairs within fifteen (15) days of receipt of an invoice
indicating the cost of such required repairs.
In the event Licensee fails to remove its personal property, equipment and fixtures
from the Property within the time limit set by the notice, 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, may remove and/or dispose of same as City
sees fit, all at Licensee's sole cost and expense.
23
33. Severability.
It is the express intent of the parties that this Agreement constitutes a license and
not a lease. To further this intent, the parties agree as follows: (i) if any provision of this
Agreement, or the application thereof to any circumstance, suggest that a lease, rather
than a license, has been created, then such provision shall be interpreted in the light most
favorable to the creation of a license and (ii) if any provision of this Agreement, or the
application thereof to any circumstance, is determined by a court of competent
jurisdiction to have created a lease rather than a license, then such provision shall be
stricken and, to the fullest extent possible, the remaining provisions of this Agreement
shall not be affected thereby and shall continue to operate and remain in full force and
effect.
With regard to those provisions which do not affect the parties intent for this
Agreement, should any provision, section, paragraph, sentence, word or phrase contained
in this Agreement be detemained by a court of competent jurisdiction to be invalid, illegal
or otherwise unenforceable under the laws of the State of Florida or the City of Miami,
such provision, section, paragraph, sentence, word or phrase shall be deemed modified to
the extent necessary in order to conform with such laws, or if not modifiable, then same
shall be deemed severable, and in either event, the remaining tenns and provisions of this
Agreement shall remain unmodified and in full force and effect or limitation of its use.
34. Invalidity.
In the event that any non -material provision of this Agreement shall be held to be
invalid for any reason, such invalidity shall not affect the remaining portions of this
Agreement and the same shall remain in full force and effect.
35. No Assignment or Transfer.
Licensee cannot assi(an, convey; encumber, donate or otherwise dispose or
transfer its privilege of occupancy and use granted unto it by this Agreement in whole or
in part. Any assigrument, sale or disposition of this Agreement or any interest therein by
24
Licensee shall result in the automatic tennination of this Agreement without notice by the
City Manager.
36. Public Records.
Licensee understands that the public shall have access, at all reasonable times, to
City contracts, subject to the provisions of Chapter 119, Florida Statutes, and agrees to
allow access by the City and the public to all documents subject to disclosure under
applicable law.
37. Conflict of Interest.
Licensee is aware of the conflict of interest laws of the City of Miami (Miami
City Code Chapter 2, Article V), Miami -Dade County, Florida (Miami- Dade County
Code, Section 2-11.1 et. seq.) and of the State of Florida as set forth in the Florida
Statutes, and agrees that it will fully comply in all respects with the tenns of said laws
and any future amendments thereto. Licensee covenants that no person or entity under its
employ, presently exercising any functions or responsibilities in connection with this
Agreement, has any personal financial interests, direct or indirect, with the City.
Licensee further covenants that, in the perfonnance of this Agreement, no person or
entity having such conflicting interest shall be utilized in respect to services provided
hereunder. Any such conflict of interest(s) on the part of Licensee, its employees or
associated persons, or entities must be disclosed in writing to the City.
38. Americans with Disability Act.
Licensee shall affirmatively comply with all applicable provisions of the
Americans vN�ith Disabilities Act ("ADA") in the course of providing any work, labor or
services funded by the City including 'Titles I and II of the ADA (regarding
nondiscrimination on the basis of disability) and all applicable regulations, guidelines and
standards. Additionally. Licensee shall take affirmative steps to ensure nondiscrimination
in employment of disabled persons.
25
39. Non-discrimination.
In the performance of this Agreement or any extension thereof, Licensee and/or
its authorized agents shall not discriminate in connection with its occupancy and use of
the Property and improvements thereon, or against any employee or applicant for
employment because of race, ancestry, national origin, color, sex, religion, age, handicap,
familial status, marital status or sexual orientation. Licensee and/or its authorized agents
will insure that its employees are fairly treated during employment without regard to their
race, national origin, ancestry, color, sex, religion, age, handicap, familial status, marital
status or sexual orientation. Such action shall include, but not be limited to, the
following: employment, upgrading, demotion or transfer, recruitment or recruitment
advertising, layoff or termination, rates of pay or other forms of compensation.
40. affirmative Action.
Licensee shall have in place an Affirmative Action/Equal Employment
Opportunity Policy and shall institute a plan for its achievement which will require that
action be taken to provide equal opportunity in hiring and promoting 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.
41. Minority/Women 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 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 Agreement by the City and updates will be routinely provided by the
City's Office of Minority; /Women Business Affairs.
')6
42. Amendments and Modifications.
No amendments or modifications to this Agreement shall be binding on either
party unless in writing, approved as to form and correctness by the City Attorney, and
signed by both parties. The City Manager is authorized to make non -substantive
amendments or modifications to this agreement, as needed. Amendments will be signed
by authorized officers of the parties.
43. Attorney(s)' Fees.
In the event it becomes necessary for either party to institute legal proceedings to
enforce the provisions of this Agreement, each party shall bear its own attorneys' fees
through all trial and appellate levels.
44. Litigation.
Any dispute herein shall be resolved in the courts of Miami -Dade County,
Florida. The parties shall attempt to mediate any dispute without litigation. However,
this is not intended to establish mediation as a condition precedent before pursuing
specific performance. equitable or injunctive relief.
45. Waiver of Jury Trial.
The parties hereby knowingly, irrevocable, voluntarily and intentionally waive
any right either may have to a trial by jury in respect of any action, proceeding or
counterclaim based on this Agreement, or arising out of, under or in connection with this
Agreement or any amendment or modification of this Agreement, or any other agreement
executed by and between the parties in connection with this Agreement, or any course of
conduct, course of dealing, statements (whether verbal or written) or actions of any party
hereto. This waiver of jury trial provision is a material inducement for the City and
Licensee entering into the subject transaction.
27
46. Waiver.
Any waiver by either party -or any breach by either party of any one or more of the
covenants, conditions or provisions of this Agreement shall not be construed to be a
waiver of any subsequent or other breach of the same or any covenant, condition or
provision of this Agreement, nor shall any failure on the part of the City to require or
exact full and complete compliance by Licensee with any of the covenants, conditions or
provisions of this Agreement be construed as in any manner changing the terms hereof to
prevent the City from enforcing in full the provisions hereto, nor shall the terms of this
Agreement be changed or altered in any manner whatsoever other than by written
agreement of the City and Licensee.
47. Time of Essence.
It is expressly agreed by the parties hereto that time is of the essence with respect
to this Agreement. If the final day of any period falls on a weekend or legal holiday, then
the final day of said period or the date of perfonnance shall be extended to the next
business day thereafter.
48. No Interpretation against Draftsmen.
The parties agree that no provision of this Agreement shall be construed against
any particular party and each party shall be deemed to have drafted this Agreement.
49. Further Acts.
In addition to the acts and deeds recited herein and contemplated to be performed,
executed and/or delivered by the Parties, the Parties each agree to perform, execute
and/or deliver or cause to be performed, executed and/or delivered any and all such
further acts, deeds and assurances as may be necessary to consummate the transactions
contemplated hereby.
28
50. Third Party Beneficiary.
This Agreement is solely for the benefit of the Parties hereto and no third party
shall be entitled to claim or enforce any rights hereunder.
51. No Partnership.
Nothing contained herein shall make, or be construed to make any party a
principal; agent, partner or joint venture of the other.
52. Headings.
Title and paragraph headings are for convenient reference and are not a part of
this Agreement.
53. Authority.
Each of the Parties hereto acknowledges it is duly authorized to enter into this
Agreement and that the signatories below are duly authorized to execute this Agreement
on their respective behalf.
54. Entire Agreement.
This instrument and its attachments constitute the sole and only agreement of the
Parties hereto and correctly sets forth the rights, duties and obligations of each to the
other as of its date. Any prior agreements, promises, negotiations or representations not
expressly set forth in this Agreement are of no force or effect.
55. Special Provisions.
A. Consistent with Paragraph 13 herein, Licensee shall comply with the reporting
requirements set forth therein and incorporated by reference in Exhibit B of this
Agreement.
B. The Agreement and any future amendments to the Agreement are subject to
continuing compliance with the following covenants and conditions:
29
i) Licensee's use of the state-owned portions of the Property is subject to
Licensee's compliance with the terms and conditions of the Lease between the City of
Miami and the Board of Trustees of Internal Improvements Trust Fund of the State of
Florida ("State Lease"), Lease No. 3678, a copy of which is attached hereto as Exhibit
"D
ii) Licensee agrees to use the State Lands consistent with said State Lease, that is,
the conservation and protection of natural resources and compatible with outdoor public
recreation along with other allowable uses which have been or shall be designated in the
State Management Plan developed and approved for said State leased premises.
iii) Licensee understands that the Tern of this Agreement shall be concurrent with
that of the tern of the State Lease -
iv) Any City Codes sections referenced herein are deemed as being incorporated
by reference as if set forth in full.
[SIGNATURE PAGE FOLL0WSI
30
IN WITNESS WHEREOF, the Parties hereto have executed this Agreement of
the day and year first above written.
ATTEST: CITY OF MIAMI, a municipal
By —
Priscilla A. Thompson
City Clerk
APPROVED AS TO INSURANCE
FORM REQUIREMENTS:
corporation of the State of Florida
By:
Carlos A. Migoya
City Manager
APPROVED AS TO LEGAL
AND CORRECTNESS:
By: By:
Director, Department of Risk Management
WITNESSES:
By: _
S i gnature
Julie O. Bru
City Attorney
LICENSEE:
By:
Signature
Print Name Natacha Munilla, President, Board of
Directors, Miami Bridge Youth and
Family Services, Inc.
Signature
Print Name
ATTEST:
By:
Signature, Corporate Secretary
Print Name
31
Date
AFFIX
CORPORATE SEAL
By
STATE OF FLORIDA:
Gloria C. Barber
Operations and Management Consultant
Manager, Bureau of Public Land
Administration
Division of State Lands, State of Florida
Department of Environmental Protection
Approved as to Form and Legality
DEP Attorney
32
EXHIBIT A
PROPERTY -LEGAL DESCRIPTION
PARCEL A
Lots 3A, 4A, 5A, 6, 6A and 7A of Twin River Island, according to the plat thereof
recorded in PIat Book 40, at page 84 of the Public Records of Dade County, Florida.
PARCEL B
The East '/2 of Lot 5, of Twin River Island, according to the Plat thereof, as recorded
in Plat Book 40, at Page 84, of the Public Records of Dade County, Florida, more
particularly described as: starting at a point which is the northwest corner of Lot 5,
of Twin River Island, according to the Plat thereof, as recorded in Plat Book 40, at
Page 84 of the Public Records of Dade County, Florida, proceed along the north
boundary of said Lot 5, in a southeasterly direction for a distance of 50 feet, more or
less, to a point midway between the east and west boundary of said Lot 5, and
located on the north boundary thereof for the point of beginning, thence in a
southwesterly direction along a line parallel to the west boundary of said Lot 5, for a
distance of 261.28 feet, more or less, to a point midway between the east and west
boundary of said Lot 5, and located on the south boundary thereof; thence along the
south boundary of Lot 5 in a southeasterly direction for a distance of 55.26 feet,
more or less, to a point which is the southeast corner of Lot 5; thence along the east
boundary of said Lot 5, in a northeasterly direction for a distance of 275.71 feet,
mote or less, to a point which is the northwest corner of said Lot 5: and thence along
the north boundary of said Lot 5 in a northwesterly direction for a distance of 50
feet, more or less, to a point of beginning, which is midway between the east and
west boundary of said Lot 5, on the north boundary thereof, all situate, lying and
being in Dade County, Florida, together with the improvements located thereon.
PARCEL C
Lot 7, of Twin River Island, according to the Plat, thereof, as recorded in Plat Book
40, at Page 84 of the Public Records of Dade County, Florida, together with the
Improvements located thereon.
JJ
EXHIBIT B
REPORTING REQUIREMENTS
Type of Report Due Date
Audited Financials No later than 90 days
after the end of Licensee's
fiscal year.
Preventative Maintenance Report August 31 each year
34
EXHIBIT C
INSURANCE REQUIREMENTS
L Commercial General Liability (Primary & Non Contributory)
A. Limits of Liability
Bodily Injury and Property Damage Liability
Each Occurrence 51,000,000
General Aggregate Limit 52,000,000
Products/Completed Operations 51,000,000
Personal and Advertising Injury 51,000,000
B. Endorsements Required
City of Miami included as an additional insured
Contingent Liability (Independent Contractors Coverage)
Contractual Liability
Premises & Operations Liability
II. Business Automobile Liability
A. Limits of Liability
Bodily Injury and Property Damage Liability
Combined Single Limit
Any Auto/Owned Autos/Scheduled
Including Hired, Borrowed or Non -Owned Autos
Any One Accident S1,000,000
B. Endorsements Required
City of Miami included as an Additional Insured
III. `!Worker's Compensation
A. Limits of I__iability
Statutory -State of Florida
B. Endorsements Required
Waiver of Subrogation
35
C. Employer's Liability
S 100,000 for bodily injury caused by an accident, each accident.
S 100,000 for bodily injury caused by disease, each employee
5500,000 for bodily injury caused by disease, policy limit
IV. Property Coverage
Licensee shall maintain Special Form coverage for Real and Business Personal
Property coverage insuring against direct physical loss or damage, including coverage for
theft, windstonn, hail, insuring 100% replacement on the building and Licensee's
improvements, including all its equipment, fixtures, furniture and all other personal
property in and about the property. The policy or insurance certificate should further
include coverage for basic flood with limits of $500,000, and sprinkle leakage, if
applicable, along with plate glass coverage, and business interruption and extra expense,
subject to monthly limitation limit and available market deductibles. The property
certificate must show full 100% replacement cost basis valuation with a maximum
deductible of 55,000 as to all other perils, except for the perils of windstorm and hail,
which should have a maximum deductible of 7%. The City shall be named as a loss
payee on this coverage.
V. Professional Liability
A. Limits of Liability
Each Claire $1,000,000
Policy Aggregate 51,000,000
The above policies shall provide the City of Miami with written notice of
cancellation or material change in accordance to policy provisions. The City reserves the
right to reasonably amend the insurance requirements by the issuance of a notice in
writing to Licensee. The Licensee shall provide any other insurance or security
reasonably required by the City.
Companies authorized to do business in the State of Florida, with the following
qualifications, shall issue all insurance policies required above:
The company must be rated no less than "A-" as to management, and no less than
"Class V" as to Financial Strength, by the latest edition of Best's Insurance Guide,
published by A.M. Best Company, Oldwick, New Jersey, or its equivalent. All policies
and /or certificates of insurance are subject to review and verification by Risk
Management prior to insurance approval.
36
EXHIBIT D
STATE LEASE AGREEMENT
[SEE A TTA CHED]
37
OAL8102
BOARD OF TRUSTEES OF THE INTERNAL IMPROVEMENT TRUST FUND
—" -"--- "� OF THE STATE OF FLORIDA
LEASE AGREEMENT
Lease No. 3678
THIS LEASE AGREEMENT, made and entered into this L_;e)7,F, day
of ^ 0l _U, 1981, by and between the BOARD OF TRUSTEES
OF THE INTERNAL IMPROVEMENT TRUST FUND OF THE STATE OF FLORIDA
hereinafter referred to as "LESSOR," and the CITY OF MIAMI,
hereinafter referred to as "LESSEE."
LESSOR, for and in consideration of mutual covenants and
agreements hereinafter contained, does hereby lease to said
LESSEE, the lands described in Paragraph 2 below, together with
the. improvements thereon, and subject to the following terms and
conditions:
1. DELEGATIONS OF AUTHORITY: LESSCR'S responsibilities
and obligations herein shall be exercised by the Division of
State Lands, Department of.Natural Resources pursuant to Chapter
18-2, Florida Administrative Code and applicable delegations of
authority..
2. DESCRIPTION OF PREMISES: The property subject to this
lease, is situated in the County of Dade, State of Florida and
more particularly described in Exhibit F attached hereto and
hereinafter called the "leased premises".
3. TERM: The term of this lease shall be for a period of
50 years commencing on January 10, 1989 and ending on January 10,
2019, unless sooner terminated pursuant to the provisions of this
lease.
4. PURPOSE: LESSEE agrees that the purpose of this lease
shall be for the conservation and protect}on of natural resources
and compatible outdoor public recreation along with other
allowable uses which are designated in the Management Plan to be
developed and approved for .the leased premises as provided by
paragraph (8) of this lease'.
Page 1 of 12
Lease No. 3678
EXHIBIT B
\ l
5. QUIET ENJOYMENT AND RIGHT OF USE: LESSEE 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 said LESSEE of the rights conveyed herein.
o. UNAUTHORIZED USE: LESSEE shall, through its agents and
employees prevent the unauthorized use of the leased premises or
any use thereof not in conformity with this lease.
7. ASSIGNMENT: This lease shall not be assigned in whole
or in part, without the prior written approval of LESSOR. Any
assignment granted either in whole or in part without the prior
,, ,,written approval of LESSOR shall be void and without legal
effect.
S. MANAGEMENT PLAN: A Management Plan for the leased
premises shall be prepared by LESSEE, in accordance with Section
253.034„ Floc_da Statutes; and Section 18-2.005, Florida
Administrative Code, and Chapter 18-4, Florida Administrative
Code, within 12 months of the execution date of this lease and
shall be submitted to LESSOR for approval through the Division of
State Lands. The leased premises shall not be developed or
physically altered in any way other than what is necessary for
security and maintenance of the leased premises until the
Management Plan is approv,66, without the prior written approval
of LESSOR. LESSEE shall provide LESSOR with an opportunity to
participate in all phases of preparing the development and
Management Plan for the leased premises. The Management Plan
shall be submitted to LESSOR in draft form for review and
comments within ten months of the execution date of this lease.
LESSEE shall, give LESSOR reasonable notice of the application for
and receipt of any state, federal or local permits as well as any
public hearings or meetings relating to the development or use of
the leased premises. LESSEE shall not proFeed with development
of said leased premises including, but not limited to, funding,
permit applications, design or building contracts until the
Management Plan required herein has been submitted and approved.
Any financial commitments made by LESSEE which are not in
Page 2 of 12
Lease No. 1_57a
compliance with the terms of this lease shall be done at LESSEE'S
own risk. The Management Plan shall emphasize the original
management concept as approved by LESSOR at the time of
acquisition which established the primary purpose for which the
leased premises were acquired. The approved Management Plan
shall provide the basic guidance for all management activities
and ehall be reviewed jointly by LESSEE and LESSOR at least every
fiv.a i5) years. LESSEE shall not use or alter the property
except as provided for in the approved Management Plan without
the prior written approval of LESSOR. The Management Plan
prepared under this lease shall identify management strategies
for exotic species, if present. The introduction of exotic
species is prohibited, except when specifically authorized by the
approved Management Plan.
9: EASEMENTS: All easements including, but not limited to
utility easements, are expressly prohibited without t?e prior
written approval of LESSOR'. Any easement not approved in writing
by LESSOR shall be void and without legal effect.
i
10. SUBLEASES: This lease is for the purposes specified
herein and subleases of any nature are prohibited, without the
prior written approval of LESSOR. Any sublease not approved in
writing by LESSOR shall be void and without legal effect.
11. RIGHT OF INSPECTION: LESSOR or its duly authorized
agents, representatives or employees shall have the right at any
and all times to inspect the leased premises and the works and
operations of LESSEE in any matter pertaining to this lease,
following coordination with LESSEE herein.
12. `PLACEMENT AND REMOVAL OF IMPROVEMENTS: All buildings,
structures, improvements, and signs shall be constructed in
accordance with plans prepared by professional designers and
shall require the prior written approval d"f LESSOR as to purpose,
location and design. Further, no trees, other than non-native
species shall be removed or major land alteration done without
prior written approval of LESSOR. Removable equipment and
removable improvements placed on the leased premises by
Page 3 of 12
Lease No. 3678
LESSEE and which do not become part of the realty will remain
the property of LESSEE and may be removed by LESSEE upon
termination of this lease.
13. INSURANCE REQUIREMENTS: During the term of this lease
LESSEE shall procure and maintain policies of fire, extended risk
i
and l.izbi_l _tv_insurance coverage. The extended risk and fire
insurance coverage shall be in an amount equal to the full
insurable replacement value cf any improvements or fixtures
located cn the leased premises. The liability insurance coverage
shall be in amounts not less than $100,000.00 per occurrence and
$200,000.00 per accident for personal injury, death, and property
damage on the leased premises. Such policies of insurance shall
name LESSOR, the State of Florida and LESSEE as co -insureds.
LESSEE shall submit written evidence of having procured all
insurance policies required herein prior to the effective date of
this lease and shall submit`annually thereafter, written evidence
of maintaining such insurance to the Bureau of Uplands
Management, 3900 Commonwealth Boulevard, Tallahassee, Florida
32399. LESSEE shall purchase all policies of insurance from a
financially -responsible insurer duly authorized to do business in
the State of Florida. Any certificate of self-insurance shall be
issued or approved by the Insurance Commissioner, State of
Florida. The certificate`of insurance shall provide for casualty
and liability coverage. LESSEE shall immediately notify LESSOR
and the insurance agent of any erection or removal of any ,
building or other improvement on the leased premises and any
changes affecting the value of any improvements and shall request
the insurance agent to make adequate changes in the coverage to
reflect the changes in value. LESSEE shall be financially
responsible for any loss due to failure to obtain adequate
insurance coverage, and failure to maintain such policies in the
amounts set forth shall constitute a breach of this lease.
14. INDEMNITY: LESSEE hereby covenants and agrees to
investigate all claims of every nature at -ts own expense, and to
indemnify, protect, defend, hold and save harmless the State of
i
Page 4 of 12
Lease No. 3678
r
Florida and LESSOR from any and all claims, actions, lawsuits
and demands of any kind or nature arising out of this lease to
the extent provided by law.
15. PAYMENT OF TAXES AND ASSESSMENTS: LESSEE agrees to
assume all responsibility far 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.
16. PERMANENT IMPROVEMENTS: All permanent improvements
located on the leased premises shall, at the termination of this
lease, become the property of LESSOR.
17. NO WAIVER OF BREACH: The failure of LESSOR to
insist in any one or more instances upcn strict performance of
any one or more of the covenants, terms and conditions of this
lease shall not be construed as a waiver of such covenants, terms
or conditions, but the same shall continue in full force and
effect, and no waiver of LESSOR'of any of the provisions hereof
shall in any event be.deemed to have been made unless the waiver
is set forth in writing, signed by LESSOR.
18, TIME: Time is expressly declared to be the of essence
of this lease.
19. NON DISCRIMINATION: As a condition of obtaining this
lease, LESSEE hereby agrees not to discriminate against any
individual because of that individual's race, color, religion,
sex, rational 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,
20. UTILITY FEES: LESSEE shall pay tall charges for the
furnishing of gas, electricity, water and other public utilities
to the leased premises.
21. tdINEP,AL RIGHTS: This lease does not cover petroleum or
petroleum products or minerals and does not give the right to
Page 5 of 12
Lease No, 3678
LESSEE to drill for or develop the same,
22. RIGHT OF AUDIT: LESSEE shall make available to LESSOR
all financial records relating to this lease, and LESSOR shall
have the right to either audit such records at any reasonable
time or require the submittal of an annual independent audit by a
Certified Public Accountant during the term of this lease. This
right shall be continuous until this lease expires or is
terminated and exercised without unreasonably interfering with
the operation of LESSEE'S facilities. This lease may be
terminated by LESSOR shoal& LESSEE fail to allow public access to
all documents, papers, letters or other materials made or
received -in conjunction with this lease, pursuant to the
provisions of Chapter 119, Florida Statutes.
23. CONDITION OF PREMISES: LESSOR assumes no liability
or obligation to LESSEE with reference to the conditions of
the leased premises. The leased premises herein are leased by
LESSOR to LESSEE in an "as is" condition, with LESSOR assuming no
responsibility for the care, repair, maintenance or improvement
of the leased premises for the benefit of LESSEE,
24. COMPLIANCE WITH LAWS: LESSEE agrees that this lease is
contingent upon and subject to LESSEE obtaining all applicable
permits and complying with all applicable permits, regulations,
ordinances, rules, and laws of the State of Florida, the United
States or of any political subdivision or agency thereof.
25. NOTICE: All notices given under this lease shall be in
writing and shall be served by certified mail including, but not
limited to, notice of any violation served pursuant to 253.04,
Florida Stattutes, to the last address of the party to whom notice
is to be given, as designated by such party in writing. LESSOR
and LESSEE hereby designate their address as follows:
LESSOR: Department of Natural Resourr_es
Division of State Lands
Bureau of Uplands Management
3900 Commonwealth Boulevard
Tallahassee, Florida 32399
LESSEE: City of Miami
Parks and Recreation Department
1390 Northwest 7th Street
Miami, Florida 33125
Page 6 of 12
Lease No. 3676
26. BREACH OF COVENANTS, TERMS, OR CONDITIONS: Should
LESSEE breach any of the covenants, terms, or conditions of this
lease, LESSOR, shall give written notice to LESSEE to remedy such
breach within 60 days of such notice. In the event LESSEE fails
to remedy the breach to the satisfaction of LESSOR within the
time period specified, LESSOR may either terminate all of
LESSEE'S rights hereunder and recover from LESSEE all damages
LESSOR may incur by reason of the breach of this lease, including
the cost of recovering.the leased premises or maintain this lease
in full force and effect and exercise all rights and remedies
herein conferred upon LESSOR.
27. DAMAGE: LESSEE 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, o7: any
part thereof. LESSEE agrees that LESSOR may take any remedy
available to LESSOR as a result of such failure by LESSEE.
28. SURRENDER OF PREMISES: Upon termination or expiration
of this lease, LESSEE shall surrender the premises to LESSOR. In
the event no further use of the leased premises or any part
thereof is needed, LESSEE shall give notification to LESSOR and
the Bureau of Uplands Management, Division of State Lands,
Department of Natural Resources, 3900 Commonwealth Boulevard,
Tallahassee, Florida 32399 at least six (6) months prior to the
release of any or all of the leased premises. Notification shall
include a legal description, this lease number, and an
explanation of the release. The release shall only be valid if
approved by.LESSOR through the execution of a release instrument
with the same formality as this lease. Upon termination or
expiration of this lease, ail improvements shall automatically
become the property of LESSOR., unless LESSOR, at its option,
should require immediate removal at LESSEE'S expense of any or
all such improvements upon written notice to LESSEE. Any
improvements to remain on the leased premises upon termination or
expiration of this lease shall be at LESSOR'S sole discretion.
Paae 7 of 12
Lease No. 3678
LESSEE shall meet the following conditions upon termination or
expiration of this leaser
(a) The structures or fixed improvements on the leased
premises shall meet all building and safety codes in the location
situated;
,.,1,, (b) LESSEE shall properly dispose of paying any ,1.
utility fees, including having all the utilities turned off;
(c) LESSEE shall not.commi.t waste; fair wear and
tear is acceptable; and
(d) Prior to formal release a representative of the
Division of State Lands shall perform an on-site inspection and
the keys.to any building on the leased premises shall be turned
i
over to the Division.
If the leased premises do not meet all conditions
agreed upon, LESSEE shall reimburse LESSOR 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 State" of Florida.
29, BEST MANAGEMENT PRACTICES: LESSEE agrees to implement
applicable Best Management Practices for all activities conducted
under this lease in compliance with paragraph 18-2.004(1)(d),
Florida Administrative Code, which have been selected, developed,
or approved by LESSOR or other land managing agencies for the
Protection and enhancement of the leased premises.
30. PROHIBITIONS AGAINST LIENS OR OTHER ENCUMBRANCES;
LESSEE hereby covenants and agrees that fee title to the leased
premises is owned by LESSOR and that LESSEE 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 prergsses or against any
interest of LESSEE therein."
31. PARTIAL INVALIDITY: If any term, covenant, condition
or provision of this lease shall be ruled by a court of competent
jurisdiction, to be invalid, void, or unenforceable, the
Page 8 of 12
Lease No. 3676
remainder of the provisions shall remain in full force and effect
and shall in no way be affected, impaired or invalidated.
32. ARCHAEOLOGICAL AND HISTORIC SITES: Execution of this
lease in no way affects ally 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. The Management Plan prepared pursuant to
18-2.005, Florida Administrative Code; shall be reviewed by the
Division of Historical Resources to insure that adequate measures
have been planned to locate, identify, protect and preserve the
archaeological and historic sites and properties on the leased
premises.
33: 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.
34. DUPLICATE ORIGINALS: This lease is executed in
duplicate originals each of which for all purposes shall be
considered an original.
35. 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 LESSOR. Any amendment not formally approved
in writing by LESSOR and executed with the same formality as this
lease shall be void and without legal effect.
36. MAINTENANCE OF'IMPROVEMENTS: LESSEE hereby covenants
and agrees to maintain the real property gontained within the
leased premises and any structures or fixed improvements located
thereon, in a state of good condition and repair including but
not limited to, keeping the leased premises free of trash or
litter, maintaining any and all existing roads, canals, ditches,
Page 9 of 12
Lease No. 16,678
culverts, risers and the like in as good conditions as the same
may be at the date of this lease; provided, however, that any
removal, closure, etc, of the above improvements shall be
acceptable when the proposed activity is consistent with the
goals of conservation, protection and enhancement of the natural
resources within the leased premises and with the approved
Management Plan.
37- -ASS&NT TO LEASE AGREEMENT TERMS AND CONDITIONS: LESSEE - --'
joins in this lease for the purpose of indicating its assent to
all terms and conditions hereof and agrees to be bound hereby.
38. GOVERNING LAW: This lease shall be governed
by and interpreted according to the laws of the State of Florida.
39. SECTION CAPTIONS: Articles, subsections and other
captions contained in this lease are for reference purposes only
and are'in no way intended to describe, interpret, define or
limit the scope, extent or intent of this lease or any provisions
thereof.
IN WITNESS WHEREOF, the parties have caused this lease to be
executed on the day and year first above written.
BOgDIECTOR
TRUSTEES OF THE.,INT-ERNAL..
IMENT TRUST OFtiT%.:
ST L
2
By: (.SEAT,)
Witness , IVISION OF' TAA;
, DEPARTMENT OF: TITRAL
t.o RESOURCES `
Witness
"LESSOR"
STATE OF FLORIDA
COUNTY OF LEON
The foregoing instrument was acknowledged before me this
day of oi,; "' 195�N, by Percy W. Mallison, Jr.,
of :State Lands, Department of Natural
Resources. r
NOTARY PUBLIC ftc' R Fsr"!ic,.State Vf(H -ida
Gly Ccanir sidf gzpi,e: Jury 14, IM
My Commission Expires:
r
Approved as to Form and LW`l.,
By:
DNA Attorney
Page 10 of 12
Lease No. 3678
CITY OF i
By �L (SEAL)
1 �Witness Cesar H. Odio, City Manager
Its:
7.L-x•fi �Lu�,,.
Witness Attes , <<�,-' —fy �! c��f`✓'
H1 CityClerk'
"LESSEE" ✓" .....
STATE OF FLORIDA
COUNTY OF
The foregoing strumPnt..w,a _ackrow edged b ne this ...
d v_ of 19 by as
n
as
NOTARY PUBLIC
My Commission Expires: Notary Public State of Florida
My Commission Exp. Apr. 26,
1990 Bonded thru Gfneral
Ins. Und.
APPROVED AS TO INSURANCE APPROVED AS TO FORM AND
REQUIREMENTS: CORRECTNESS:
Segundo R. Perez Jorge . F rnandez
Insurance Coordimtor City At ey
r
I
Page 11 of 12
Lease No. 3678
� T
EXHIBIT A
LEGAL DESCRIPTION OF THE LEASED PREMISES
Lot 7, of TWIN RIVER ISLAND, according to the Plat, thereof, as
recorded in Plat Book 40, at Page 84 of the Public Records of
Dade County, Florida, together with the Improvements located
thereon.
AND,
The East } of Lot 5, of TWIN RIVER ISLAND, according to the Plat
thereof, as recorded in Plat Book 40, at Pagg,34.., _.9 -f. -the Public
Records of Dade County, Florida, more particularly described as:
Starting at a point which is the Northwest corner of Lot 5, of
TWIN RIVER ISLAND, according to the Plat thereof,,as recorded in
Plat Book 40, at Page 84 of the Public Records of Dade County,
Florida, proceed along the North boundary of said Lot 5, in a
Southeasterly direction for a distance of 50 feet, more or less,
to a point midway between the East and West boundary of said Lot
5 and located on the North boundary thereof for the point of
beginning, thence in a Southwesterly direction along a line
parallel to the West boundary of said Lot 5, for a distance of
i,.i261.28 feet, more or less, to a point midway between the East and
West boundary of said Lot 5, and located on the South Boundary
thereof; thence along the South boundary of Lot 5 in a
Southeasterly direction for a distance of 55.26 feet, more or
less, to a point which is the Southeast corner of Lot 5; thence
along the East boundary of said Lot 5, in a Northeasterly
direction for a distance of 275.71 feet, more or less,.to a point
which is the Northwest corner of said Lot 5; and thence along the
North boundary of said Lot 5 in a Northwesterly direction for a
distance of 50 feet, more or less, to a Point of Beginning, which
-is midway between the East and West boundary of said Lot 5, on
the North boundary thereof, all situate, lying, and being in Dade
County, Florida, together with the improvements located thereon.
Subject to restrictions, conditions, limitations and easements of
record, if any, but this provision shall not operate to reimpose
the same.
Page 12 of 12
Lease No. 3578
- � zt
AMENDMENT TO LEASE NO. 3678
This Amendment to Lea�g No. 3678 entered into on and effective
as a Tnl� �rc6 da, of _ uF 19_x, by and between
the BOARD OF TRUSTEES OF THE INTERNAL IMPROVEMENT TRUST FUND OF THE
STATE OF FLORIDA, hereinafter referred to as "LESSOR", and the CITY
OF MIAMI, hereinafter referred to as "LESSEE";
WITNESSETH:
Whereas, on August 23, 1989, the LESSOR and the LESSEE entered
into Lease No. 21,678 for premises described in Paragraph 2 of the
Lease, together with the improvements thereon; and
Whereas, LESSOR and LESSEE desire to amend the Lease to allow
a facility to be constructed and maintained on the premises as a
:shelter for runaway youths.
NOW, THEREFORE, in consideration of the mutual covenants
contained 'herein and other good and valuable consideration, the
parties agree as follows:
,. Paragraph 4 of Lease No. 3678 is hereby amended to read in
its entirety as follows:
4. PURPOSE: LESSEE agree-= that the purpose of this lease
shall be for the conservation and protection of natural
resources, compatible outdoor public recreation and for
sheltering runaway and/or undomiciled youth along with
other allOwaDle uses which are designated in the Management
Plan to be developed and approved for the leased premises
as provided by�Fttragraph (8) of the Agreement.
?.
it is understood and agreed by LESSOR and LESSEE that in
each and every respect the terms of the Lease No. 3678, except as
IN WITNESS WHEREOF, the parties have caused this Lease
Amendment to be executed on the day and year first above written.
BOARD OF TRUSTEES OF THE INTERNAL
IMPROVEMENT TR T FUND OF THE
S A OF FLORI A
BY u,( (SEAL)
Wit_ne'ss j�� DIRECTOR, DIVISION OF V"pct -1
STATE LANDS, DEPARTMENT j
!1 OF NATURAL RESOURCES
Witness
"LESSOR"
NATE OF ;✓LORIDA
COUNT: , !j1~ L'EGN
The foreaoin instrument was acknowl daed bef.e th s
-Z,'2,-day of 10 72 by /,J /
as Division of State Lands,
DepartmEqit of Natural Resources.
NOTARY PUBLIC
My Commission
ycodad Thru Troy Fc:n • Inscrun;a tr.c.
Approved as to Form and. egality
DNIX Attorney
CITY OF
BY � f SF.ki, i
its: Chairman/City Manager
"LESSEE"
STATE
OF FLORIDA
COUNTY
OF DALE
jbfo:re
The
foregoi g instr,Wpent
was acknow Aged
e this,
day of�bi•d..
as Chairman/City
Manager
-
NOTARY PUBLIC
Notary Public State of"Florida
My Commission
Expires My Gumm�ss,O�r� Up. Apr. 26,,..
1990 BondeG thru Gtneral
Ins. Und.