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HomeMy WebLinkAboutExhibitU.S. DEPARTMENT OF TRANSPORTATION FEDERAL AVIATION ADMINISTRATION LAND LEASE OFF AIRPORT Lease No: DTFASO-09-L-00004 Facility: VORTAC Location: Virginia Key (Miami), FI. THIS LEASE is hereby entered into by the CITY OF MIAMI, FLORIDA, a Municipal Corporation of the State of Florida whose address is 444 S.W. 2nd Avenue, Miami, Florida 33130 hereinafter referred to as the Lessor and the United States of America, hereinafter referred to as the Government. This lease shall become effective when it is fully executed by all parties. The terms and provisions of this Lease, and the conditions herein, bind the Lessor and the Lessor's administrators, successors and assigns. WITNESSETH: The parties hereto, for the consideration hereinafter mentioned covenant and agree as follows: 1. PREMISES (AUG-02): The Lessor hereby leases to the Government the following described property, hereinafter referred to as the premises, viz: LEGAL DESCRIPTION — VERY HIGH FREQUENCY OMNI-DIRECTIONAL RANGE WITH TACTICAL AIR NAVIGATION (VORTAC) FACILITY SITE A portion of fractional Section 9, Township 54 South, Range 42 East of Dade County, Florida; being more particularly described as follows: Commence at the southwest corner of said Section 9; thence run N 89°35'45.9" E (N89°34'45"E), along the south line of said Section 9, for a distance of 870.00 feet; thence run N 00°24'14" W (N00°25'15"W), at right angles, for a distance of 160 feet to the Point of Beginning of hereinafter described parcel of land: From said Point of Beginning, continue N 00°24'14.1" W(N00°25'15"W) for a distance of 200.00 feet; thence run N 89°35'49.9" E (N 89°34'45" E), at right angles, for a distance of 300 feet; thence run S 00°24'14.1" E (S 00°25'15" E), at right angles, for a distance of 200 feet; thence run S 89°35'45.9" W (S 89°34'45" W), at right angles, for a distance of 300.00 feet to the POINT of BEGINNING. Federal Aviation Administration DTFASO-09-L-00004/jw 1 The parcel contains 60,000 square feet or 1.3774 acres of land, more or less; as depicted on Exhibit "A", attached hereto and made a part hereof, for any and all purposes. a. A right-of-way for ingress to and egress from the Premises. Should any damage be caused to the road used for ingress to and egress from the Premises, as a result of the Government's use, the Government agrees to repair said road to its original condition at its sole expense. b. And the right-of-way for establishing and maintaining a pole line (s) for extending electric power and/or telecommunications lines to the Premises; and a right-of-way for subsurface power and communication to the Premises; all rights - of -way to be over the said lands of the Lessor, said route is depicted on Exhibit "B", attached hereto and made a part hereof for any and all purposes. Said route shall be via overhead pole line (s) to a point 35 feet south of fencing which separates the City of Miami property from the Dade County Sewage Treatment Plant property on the north side; thence the line (s) shall be routed at a direct angle toward the leased Premises; from that point, said lines shall be underground via PVC piping encased in concrete, and shall be buried approximately-3 feet deep. Said -underground portion of electric power and/or telecommunication lines route shall be installed per request of the City of Miami and at the sole expense of the Government to accommodate vehicular traffic which traverses the area on behalf of the City of Miami. c. And the right of grading, conditioning, and installing drainage facilities, and seeding the soil of the Premises, and the removal of all obstructions from the Premises which may constitute a hindrance to the establishment and maintenance of the Government's facilities, subject to all necessary approvals and permits. d. And the right to make alterations, attach fixtures, and erect additions, structures, or signs (hereinafter jointly referred to as the "Facilities"), in or upon the Premises hereby leased, which Facilities so placed in or upon, or attached to the said Premises shall be and remain the property of the Government, and shall be removed upon the date of expiration or termination of this Lease, or within ninety (90) days thereafter, by or on behalf of the Government, or its grantees, purchasers of said Facilities. e. And the right to install a lock in series with the current lock at the entrance gate at the access road. Installation of said lock will be coordinated with the Lessor after commencement of the term of the Lease. Federal Aviation Administration DTFASO-09-L-00004/jw 2 2. TERM (AUG-02): To have and to hold said premises with their appurtenances for the term beginning October 1, 2008 through September 30, 2009, subject to termination and renewal rights as may be hereinafter set forth. 3. RENEWAL OPTIONS (JUL-07): This lease may, at the option of the Government, be extended beyond 09/30/2018 at the rental rate established in Clause 5 herein and upon the terms and conditions herein specified and no extension shall extend beyond 09/30/2018. The Government shall notify the Lessor no later than ninety (90) days before the expiration of the lease term, of its intent to exercise the option (s) or of its intent to vacate the premises at the end of the Lease term. Any extension exercised by the Government pursuant to this clause shall be subject to the availability of adequate appropriations from year to year for the payment of rentals. 4. DAY -TO -DAY -LEASE EXTENSION (AUG-02): The Government may continue to occupy the premises for not to exceed 120 days after the end of the occupancy period covered by the basic lease term and any options that have been exercised. In such event, the rent shall accrue on a daily basis at the rate equal to one -thirtieth of the monthly rent of the last previously due monthly rent, until one of the following events occurs: (1) the 120 day period expires: (2) a new lease commences, (3) the Government acquires a fee simple interest in the property or (4) the Government vacates the leased premises; whichever occurs first. The accrued rent computed on a daily basis shall be due and payable in arrears at the end of each month until the amount accrued by the end of the month has been fully paid. 5. CONSIDERATION (COST) (AUG-02): The Government shall pay the Lessor rental for the premises in the amount of $21,500.04 per year during the lease period. Payments of $1,791.67 shall be made in arrears at the end of each month without the submission of invoices or vouchers. The payments shall be made to City of Miami and sent to 444 SW 2"d Avenue, Miami, Florida 33130 or directly deposited in accordance with the Electronic Funds Transfer (EFT) information that has been provided by the Lessor. Payments shall be considered paid on the day a check is dated or an electronic funds transfer is made. Federal Aviation Administration DTFASO-09-L-00004/jw 3 6. Contractor Payment Information — NON-CCR (OCT-06) (a) The Central Contractor Registration system the FAA's required method to receive vendor information. However you have been granted an exception to CCR and therefore must provide your initial payment information and any future changes to your payment information to the Real Estate Contracting Officer on a completed and signed "Vendor Miscellaneous Payment Information" form, together with any other required notice under this contract. (b) The Lessor is responsible to maintain correct payment information with the FAA, and for any liability that may result from the Government's reliance on incomplete or inaccurate information provided by the contractor. Failure to provide accurate information or adequate notice of changes to vendor payment information can result in a determination of "incorrect information" as defined in paragraph d, "Suspension of Payment" of clause "Payment by Electronic Fund Transfer — Real Property". 7. INTEREST FOR LATE PAYMENTS (AUG-02): An interest penalty will -be paid -by the Government, if payment is not made within 30 days of the due date. Payment shall be considered as being made on the day a check is dated or an electronic funds transfer is made. All days referred to in this clause are calendar days, unless otherwise specified. Rent shall be paid monthly in arrears and will be due on the last day of each month. The interest penalty shall be at the rate established by the Secretary of the Treasury under Section 12 of the Contract Disputes Act of 1978 (41 U.S.C. 611) that is in effect on the day after the due date. This rate is referred to as the "Renegotiation Board Interest Rate," and it is published in the Federal Register semiannually on or about January 1 and July 1. Interest penalties of less than $1.00 shall not be paid. Interest penalties will not be paid on delays due to disagreement between the Government and Lessor over the payment amount, requests for additional information or other issues involving contract compliance or on amounts temporally withheld or retained in accordance with the terms of the contract. 8. CANCELLATION (AUG-02): The Government may terminate this lease, in whole or in part, if the Real Estate Contracting Officer (RECO) determines that a termination is in the best interest of the Government. The RECO shall terminate by delivering to the lessor a written notice specifying the effective date of the termination. The termination notice shall be delivered by registered mail; return receipt requested and mailed at least 30 days before the effective termination date. Federal Aviation Administration DTFASO-09-L-00004/j w 4 9. QUIET ENJOYMENT (OCT-96): The Lessor warrants that they have good and valid title to the premises, and rights of ingress and egress, and warrants and covenants to defend the Government's use and enjoyment of said premises against third party claims. 10. NOTIFICATION OF CHANGE IN LAND TITLE (AUG-02): If the Lessor sells or otherwise conveys to another party or parties any interest in the aforesaid land, rights of way thereto, and any areas affecting said demised premises, they shall notify the Government, in writing, of any such transfer or conveyance affecting the demised premises within 30 calendar days after completion of the "change in property rights". Concurrent with the written notification, the Lessor shall provide the Government copies of the legal document(s) (acceptable to local authorities) for transferring and or conveying the property rights. 11. SUBORDINATION, NONDISTURBANCE AND ATTORNMENT (OCT-961: The Government agrees, -in -consideration -of the --warranties herein expressed, that this lease is subject and subordinate to any and all recorded deeds of trust, mortgages, and other security instruments now or hereafter imposed upon the premises, so long as such subornation shall not interfere with any right of the Government under this lease. It is mutually agreed that this subordination shall be self -operative and that no further instrument shall be required to effect said subordination. In the event of any sale of the premises, or any portion thereof, or any such transfer of ownership, by foreclosure of the lien of any such security instrument, or deed provided in lieu of foreclosure, the Government will be deemed to have attorned to any purchaser, successor, assigns, or transferee. The succeeding owner will be deemed to have assumed all rights and obligations of the Lessor under this lease, establishing direct privity of estate and contract between the Government and said purchasers/transferees, with the same force, effect and relative priority in time and right as if the lease had initially been entered into between such purchasers or transferees and the Government; provided that such transferees shall promptly provide, following such sale or transfer, appropriate documentation deemed necessary by the Real Estate Contracting Officer, and shall promptly execute any instrument, or other writings, as shall be deemed necessary to document the change in ownership. 12. LIABILITY LIMITATION In accordance with and subject to the conditions, limitations and exceptions set forth in the Federal Tort Claims Act of 1945, as amended (28 USC 2671 et. seq.), hereafter termed "the Act" the Government will be liable to persons damaged by any personal injury, death or injury to or loss of property, Federal Aviation Administration DTFASO-09-L-00004/jw 5 which is caused by a negligent or wrongful act or omission of an employee of the Government while acting within the scope of his office or employment under circumstances where a private person would be liable in accordance with the law of the place where the act or omission occurred. The foregoing shall not be deemed to extend the Government's liability beyond that existing under the Act at the time of such act or omission or to preclude the Government from using any defense available in law or equity. 13a. CONTRACT DISPUTES (Nov. 03) All contract disputes and arising under or related to this lease contract shall be resolved through the Federal Aviation Administration (FAA) dispute resolution system at the Office of Dispute Resolution for Acquisition (ODRA) and shall be governed by the procedures set forth in 14 C.F.R. Parts 14 and 17, which are hereby incorporated by reference. Judicial review, where available, will be in accordance with 49 U.S.C. 46110 and shall apply only to final agency decisions. A Lessor may seek review of a final FAA decision only after its administrative remedies have been exhausted. (b) All Contract Disputes shall be in writing and shall be filed at the following address: Federal Aviation Administration, 800 Independence Ave., S.W., Room 323, (1)Office of Dispute Resolution for Acquisition, AGC-70, Washington, DC 20591 Telephone: (202)267-3290, Facsimile: (202) 267-3720; or (c) A contract dispute against the FAA shall be filed with the ODRA within two (2) years of the accrual of the lease contract claim involved. A contract dispute is considered to be filed on the date it is received by the ODRA. The full text of the Contract Disputes clause is incorporated by reference. Upon request the full text will be provided by the RECO. 13b. PROTEST (Nov. 03) (a) Protests concerning Federal Aviation Administration Screening Information Requests (SIRs) or awards of lease contracts shall be resolved through the Federal Aviation Administration (FAA) dispute resolution system at the Office of Dispute Resolution for Acquisition (ODRA) and shall be governed by the procedures set forth in 14 C.F.R. Parts 14 and 17, which are hereby incorporated by reference. Judicial review, where available, will be in accordance with 49 U.S.C. 46110 and shall apply only to final agency decisions. A protestor may seek review of a final FAA decision only after its administrative remedies have been exhausted. Federal Aviation Administration DTFASO-09-L-00004/jw 6 (b) Offerors initially should attempt to resolve any issues concerning potential protests with the Real Estate Contracting Officer. (c) Protests shall be in writing and shall be filed at: (1)Office of Dispute Resolution for Acquisition, AGC-70, Federal Aviation Administration, 800 Independence Ave., S.W., Room 323, Washington, DC 20591 Telephone: (202) 267-3290, Facsimile: (202) 267-3720; or (2) At the same time as filing the protest with the ODRA, the protestor shall serve a copy of the protest on the Real Estate Contracting Officer (RECO). (d) A protest is considered to be filed on the date it is received by the ODRA and shall be filed: (i) Not later than seven (7) business- days after the- date the - protester knew or should have known of the grounds for the protest; or (ii) If the protester has requested a post -award debriefing from the RECO, not later than five (5) business days after the date on which the RECO holds that debriefing. The full text of the Protest clause is incorporated by reference. Upon request the full text will be provided by the RECO. 14. ANTI -KICKBACK (OCT-96): The Anti -Kickback Act of 1986 (41 U.S.C. 51-58) (the Act), prohibits any person from (1) Providing or attempting to provide or offering to provide any kickback; (2) Soliciting, accepting, or attempting to accept any kickback; or (3) Including, directly or indirectly, the amount of any kickback in the contract price charged by a prime Contractor to the United States Government or in the contract price charged by a subcontractor to a prime contractor or higher tier subcontractor. 15. ASSIGNMENT OF CLAIMS (OCT-96): Pursuant to the Assignment of Claims Act, as amended, 31 USC 3727, 41 USC 15, the Lessor may assign his rights to be paid under this lease. Federal Aviation Administration DTFASO-09-L-00004/jw 7 16. COVENANT AGAINST CONTINGENT FEES (AUG-02): The Lessor warrants that no person or agency has been employed or retained to solicit or obtain this contract upon an agreement or understanding for a contingent fee, except a bona fide employee or agency. For breach or violation of this warranty, the Government shall have the right to annul this contract without liability or, in its discretion, to deduct from the contract price or consideration, or otherwise recover the full amount of the contingent fee. 17. OFFICIALS NOT TO BENEFIT (OCT-96): No member of or delegate to Congress, or resident commissioner, shall be admitted to any share or part of this contract, or to any benefit arising from it. However, this clause does not apply to this contract to the extent that this contract is made with a corporation for the corporation's general benefit. 18. RESTORATION (OCT-96): The Government shall surrender possession of the premises upon the date of expiration or termination of this lease. If the Lessor provides written notice, prior to the date of expiration or termination, requesting restoration of the premises, the Government at its option shall within ninety (90) days after such expiration or termination, or within such additional time as may be mutually agreed upon, either: (a) Restore the premises to as good condition as that existing at the time of the Government's initial entry upon the premises under this lease or any preceding lease (changes to the premises in accordance with paragraph 1(a), 1(b) and 1(c) above, ordinary wear and tear, damage by natural elements and by circumstances over which the Government has no control, excepted) or, (b) Make an equitable adjustment in the lease amount for the cost of such restoration of the premises or the diminution of the value of the premises if unrestored, whichever is less. Should a mutually acceptable settlement be made hereunder, the parties shall enter into a supplemental agreement hereto effecting such agreement. (c) In the event that the Government has to pay for restoration, such payments will not entail expenditures which exceed appropriations available at the time of the restoration. (d) Nothing in the contract may be considered as implying that Congress will, at a later date, appropriate funds sufficient to meet the deficiencies. Federal Aviation Administration DTFASO-09-L-00004/jw 8 19. LEASE SUCCESSION (AUG-02): This lease supersedes Lease No. DTFA06-94-L-13026 and all other previous agreements between the parties for the leased property described in this document. 20. HAZARDOUS SUBSTANCE CONTAMINATION (10/96) The Government agrees to remediate, at its sole cost, all hazardous substance contamination on the leased premises that is found to have occurred as a direct result of the installation, operation, and/or maintenance of the Government's facilities. The Lessor agrees to remediate or have remediated, with no cost to the Government, any and all other hazardous substance contamination found on the leased premises. The Lessor also agrees to save and hold the Government harmless for any and all costs, liabilities and/or claims by third parties that arise out of hazardous contamination found on the leased premises not directly attributable to the installation, operation and/or maintenance of the Government's facilities. (10/96) 21. PURPOSE OF LEASE The Premises shall be occupied by the Government for the sole purpose of operating and maintaining a Very High Frequency Omni -Directional Range and Tactical Air navigation (VORTAC) facility. 22. MAINTENANCE The Government shall maintain the leased Premises in good condition throughout the term of this lease at its sole expense. 23. SITE MONITORING The Government will conduct groundwater tests on the Premises, at its own expense, in order to monitor the exceedances reported in the Environmental Due Diligence Audit ("Limited Phase II Environmental Due Diligence Audit Report for the Federal Aviation Administration Potential VORTAC Facility, Virginia Key, Miami, Florida," prepared by GeoSyntec Consultants, March 1994, incorporated by reference hereto, and to detect any further exceedances. The test methods and monitoring intervals will be selected at the Government's discretion. The Government agrees to make the monitoring results available to Lessor on request. Lessor agrees to provide the Government with any and all information receives from Dade County or any other source regarding any and all contaminants or potentially hazardous substances on or flowing from the Premises. Lessor agrees to inform Government of any City or other ordinances or legislation it becomes aware of, pertaining to environmental requirements concerning the Premises. Federal Aviation Administration DTFASO-09-L-00004/jw 9 24. INTERFERENCE WITH GOVERNMENT OPERATIONS The Lessor agrees not to erect or allow to be erected any structure or obstructions of whatsoever kind or nature or to install or allow to be installed any electronic equipment on the Premises or on adjacent land within a 1,000 foot radius of the Premises which are owned by the Lessor that may interfere with the proper operation of the Facilities without obtaining prior written consent from a duly authorized Government representative hereinafter referred to as the "Contracting Office'". 25. CLEAR ZONE RESTRICTIONS The Lessor shall provide the Government with a 1000-foot radius clear zone around the Premises over lands which belong to the Lessor, subject clear zone will be restricted as follows by the Lessor: a. Prohibit any construction from exceeding 80 feet mean sea level. b. Grant right to the Government to remove or top any trees which exceed 80 feet mean sea level. 26. NOTICES (OCT-96): All notices/correspondence shall be in writing, reference the lease number, and be addressed as follows: TO LESSOR: City of Miami Department of Public Utilities 444 SW 2"d Ave. Third Floor Miami, Florida 33130 COPY TO: City of Miami Office of the City Attorney 444 S.W. 2nd. Ave, 9th Floor Miami, Florida 33130 TO GOVERNMENT: Federal Aviation Administration Eastern Logistics Service Area, ASO-53A P. O. Box 20636 Atlanta, Georgia 30320 Federal Aviation Administration OTFASO-09-L-00004/jw 10 27_ SIGNATURE BLOCKS (AUG 02): IN WITNESS WHEREOF, the parties hereto have hereunto subscribed their names as of the day first above written: LESSOR: CITY OF MIAMI, FLORIDA Attest: BY: City Clerk City Manager APPROVED AS TO FORM AND CORRECTNESS By: City Attorney APPROVED AS TO INSURANCE REQUIREMENTS (City of Miami) BY: Administrator, Department of Risk Management U. S. DEPARTMENT OF TRANSPORTATION Federal Aviation Administration BY: Date: / / Ima J. LaMar TITLE: Manager, Real Estate Branch Real Estate Contracting Officer Federal Aviation Administration DTFASO-09-L-00004/jw 11