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HomeMy WebLinkAboutPre-Lease Agreement• 4- LEASE .AGREEMENT Between THE CITY OF MIAMI and THE COCONUT GROVE SAILING CLUB J INDEX I. DESCRIPTION OF PREMISES .. PAGE 2 II. TERM 2 ZII. USE OF PREMISES 3 IV. DEFINITIONS 4 V. CONSIDERATION, CONDITIONS, PENALTY, AND ADJUSTMENTS TO SAME 4 VI. i LICENSES, PERMITS, TAXES, AND FEES 7 VII. PAYMENT AND UTILITIES 7 VIII.. CONDITIONS PRECEDENT 7 IX. ADJUSTMENT OF THE LOCATION OF PREMISES 8 X. DREDGING 8 XI. MINOR REPAIRS OF BOATS 8 XII. ALTERATIONS OR IMPROVEMENTS BY CLUB 8 / XIII_ ALTERATIONS OR REPAIRS BY CITY 9 XIV. DEVELOPMENT PLAN .. 9 XV. INSPECTIONS OF PREMISES 9 XVI. MAINTENANCE OF PREMISES 9 t XVII. POLLUTION CONTROL 10 XXIII. COMPLIANCE WITH Litt, COUNTY, STATE, AND FEDERAL LAW 10 XIX. HOLD HARMLESS PROVISION 10 XX. INSURANCE .. 11 XXI. RISK OF LOSS 12 XXII. PREMISES DAMAGE OR DESTRUCTION 12 XXIII. ADVERTISING 12 XXIV.. NON-DISCRIMINATION 12 XXV. ASSIGNMENT, SUBLETTING, OR TRANSFER OF STOCK13 XXVI. DEFAULT 13 XXVII. CANCELLATION BY CLUB 13 XXVIII. CANCELLATION BY CITY 13 XXIX. NOTICES 14 XXX. ATTORNEYS' FEES 14 XXXI. SURRENDER OF PREMISES 14 XXXII. CANCELLATION OF PRIOR LEASE AGREEMENT 15 XXXIII. CAPTIONS 15 XXXIV. TERMS BINDING ON SUCCESSORS 15- XXXV. PUBLIC ACCESS TO THE WATERFRONT 15 LEASE AGREEMENT THIS LEASE made and entered into this ZG day of ec 19 9, between.THE CITY OF.MIAtlI,.a municipal corporation of the State of Florida, Lessor, (hereinafter referred to as "City"), and the COCONUT GROVE SAILING CLUB, INC., a non-profit corporation of the State of Florida, (hereinafter referred to as "Club"); WITNESSETH: WHEREAS, the Charter of the City of Miami authorizes and empowers the City of Miami to do all things whatsoever necessary or expedient for promoting. or. maintaining the general welfare of•the City of Miami or its inhabitants; and WHEREAS, such empowering provisions of the Charter authorizes the City of Miami to establish small boat facilities; and WHEREAS, the City of Miami does not now maintain adequate sailboat facilities in the City of Miami adjacent to Biscayne Bay; and WHEREAS, the Coconut Grove Sailing Club has maintained such facilities in Coconut Grove and that such facilities have been used by not only the members of the Club but the public as well; and WHEREAS, the Coconut Grove Sailing Club since its occupancy of the premises in Coconut Grove has: 1. Taught sail boating, water safety, first aid, and swimming to the youth of the area, its members and to the public; 2. Established andconducted boat regattas which have brought and will continue to bring international publicity to Miami; 3. Made facilities available to the Coast.Guard Auxiliary, Girl Scouts, and many others, at no cost,which would be of service in times of emergency, as well as boating regattas, all of which has been of benefit to the•general welfare of the City of Miami and its inhabitants; 4. By teaching sail boating, water safety, first aid, and swimming to the youth of the area has combatted through its activities in an affirmative manner juvenile delin- quency in the City of Miami; 5. Aided in providing facilities for small boating in the City of Miami, thereby helping alleviate the shortage of such facilities in the City of Miami; and 6. Pioneered small boating in the Miami area and this pioneering has aided in establishing small boating as a major economic asset to the Miami area; WHEREAS, the City of Miami considers the above named services 1 to be services of a public nature, quasi -municipal in character; and WHEREAS, the City of Miami desires to aid, insofar as its possible, the small boating and sail boating industry to the City of Miami; and WHEREAS, the greater interest of the members of the said Club and the public, generally, will be better served by the expansion of the facilities of the Coconut Grove Sailing Club to include substantial improvements for the purposes herein expressed and will aid in focusing the attention of the public generally and the visiting tourists to the recreational facilities available in the Miami area, by the expansion of said facilities by the Coconut Grove Sailing Club, to include substantially expanded facilities; and WHEREAS, the City of Miami recognizes that the Coconut Grove Sailing Club, in order to finance additional improvements necessary to its operation and to make available launching facilities to its members and to the public, must have a lease; and WHEREAS, the Commission of the City of Miami, by the adoption of Resolution No. 79-618 , dated September 13, 1979, authorized the City Manager to execute a new lease agreement with the Coconut Grove Sailing Club, Inc., for a period of three (3) years for certain described city owned property in Coconut Grove. NOW, THEREFORE, in consideration of the premises and mutual convenants thereinafter contained to be observed and performed, the parties hereto covenant and agree as follows: I. DESCRIPTIOS. OF PREMISES The City hereby leases unto the Club for the purposes and under the conditions hereinafter set fourth, the following real property and bay bottom lands located on Biscayne Bay, City of Miami, Dade County, Florida, legally described as follows: According to schedule A, Attached hereto and .made a part hereof. II. TERM The term of this lease Agreement shall be three (3) years, beginning on 8u the day of !`tge.c.H , 1979, and terminating on the day of 83 1982. This lease will be extended an additional .seventeen year period upon the approval (as provided for in the provisions set out in paragraph XIV below) of develop- mental plans for construction and financing capital improvements to the Coconut Grove Sailing Club facility. III. USE OF PREMISES (a) The Club shall have exclusive rights, at the previously described premises, to conduct all of the usual functions incidental to sailing club operations, subject to the qualifications contained in the provisions of this lease. The operationsas authorized upon the premises shall be designed primarily to serve the members and guests of the Club, the boating public, and visiting tourists, and for no other purpose. .Food and beverage operations shall be - permitted as a service to Club members and guests. (b) The Club shall make no unlawful, improper, or offensive use of the leased premises. (c) The Club shall not engage in the sale of food and alcoholic beverages, or the sale of other merchandise to the public without first obtaining the written consent of the City Manager of the City. (d) The Club shall be responsible for and shall pay all cost of placing the moorings and maintaining then during the tern of this lease. (e) The Club shall provide sailing instructions free of charge to children between the ages of nine (9) and thirteen (13), both inclusive, and shall further provide for a minimum of fifteen (15) sailboats for such instruction. (f) The Club shall provide boat transportation to and from•the moorings. (g) The Club shall not operate any boat livery, boat sales or repair service, marine hardware service, nor engage in the sale of fishing tackle or bait on the herein described property or the surrounding property. (h) This Lease and all rights of the Club hereunder shall, at the option of the City, cease and terminate upon discontinuance of the stated use and operation of the premises by the Club, after having first been given written,notice by the City of the violation and/or default and after having first been given the oppor- tunity to cure said violation within thirty (30) days. 3 Rev 1 IV. DEFINITIONS For the purpose of calculating the consideration due the City, and other terms and conditions of this agreement, the following definitions Shall be used: a) RESIDENT (CITY OF MIAMI) A resident status shall be evidenced by ownership of a home and paying ad valorem property taxes to the City; owning and operating a business in the City (said owner -operator holding a City of Miami occupational license); or, being a registered voter of the City. b) PARTICIPANT Participant shall be any person that is an active participant in the Club's public service programs, and whose name is recorded on the biannual report or public service as required. c) USER OF THE CLUB FACILITY Any member or their guest having docking, mooring or otherwise having the privilege to keep a boat on the premises, shall be considered a user of the Club facility. (Title notwithstanding). d) PER CAPITA PROPERTY TAX The per capita property tax is defined as the City's property tax revenues for a given year divided by the City's.population as estimated by the City's Planning Department, for the subject year. e) MULTIPLE USER If there is more than one family member or guest docking, mooring ,or otherwise having the privilege of keeping a boat on the premises, each person shall be considered individually as a user of the facility, and thus counted as more than one user. V. CONSIDERATION CONDITIONS, PENALTIES, AND ADJUSTMENT TO SAME a) CONSIDERATION The annual rental payable monthly to the City shall be the greater of the following: (1) A base yearly rental amount of $19,907.00. This amount is based upon $.08 per square foot of shoreland area and $.02 Rev 1 per square foot of submerged baybottom area as agreed upon, or (2) The per capita property tax, as herein above defined, multiplied.by, the number of members. who are users of the Club facility that are not residents of the City of Miami. b) PENALTIES In addition to the aforementioned rent amounts should a vacancy occur any time, after the effective date of this agreement, on any space where a boat is kept, and said vacancy is not filled by a boat owned by a City of Miami resident, the Club will pay to the City a sur- charge amount of 20% of the per capita property tax, for each and every person in the Club who are users of the Club facility. The Club shall be relieved of the payment of the surcharge for the periods of time during the first four years of this agreement when the number of City of Miami resident users of the Club facility exceed the following: 26% the first year, ending October 1, 1980 30% the second year, ending October 1, 1981 35% the third year, ending October 1, 1982 40% the fourth year, ending October 1, 1983,and every year thereafter. The Club shall be exempt from any surcharge during the periods specified above, if each and every vacancy that occurs is filled by a City of Miami resident's boat or the number of City of Miami resident users corresponding to the hereinabove percentages (rounded off to the highest figure), is reached. c) CONDITIONS 1. The City agrees that any of the aforementioned surcharge amounts received by the City shall be placed in a separate account within the Marina Enterprise Fund dedicated to development and improvement of the City's marinas. 2. For the purpose of calculating the consideration due the City, family membership shall be computed as one unless there is multiple use as hereinabove defined. In this case each person shall be con- sidered individually as a user of the facility, and thus counted as -more than one user. 5 Rev 1 3. The Club agrees that one twelfth (1/12) of the annual base yearly rental shall be paid for the current month on or before the twentieth day of each month. 4. The Club shall at the end of each six month period provide a statement in certification form signed by a duly authorized officer of the Club attesting to the prior period membership composition; resident, non resident, user,: nonuser; the number of guests using the facility; the number of new occupancies by non resident Club members for the prior six month period; the occupancy rate; the rates charged; and any additional detail as the Director of Finance for the City may prescribe. 5. The Club shall report biannually the public service programs in progress during the preceding period , the number of participants, their names and any Other additional details as may be required. 6. The reports and operations, thus reported, shall be subject to audit by the City on a yearly basis to determine the additional consideration, if any, payable to the City, in accordance with the terms of this Agreement. 7. The Club agrees that upon execution of this Agreement, and every six month period thereafter, the Club will provide the City with a complete listing of all the Club members, all Club users, their residency status, any changes in the prior six month period, and any additional detail as the Director of Finance for the City may prescribe. d) ADJUSTMENT TO THE CONSIDERATION The yearly rental will be adjusted every five (5) years and shall be the greater of the following: One hundred twenty percent (120%) of the base rent yearly amounts calculated on the square footage provided for the period of this Lease, as to the first adjustment; and one hundred twenty percent (120%) of the ten existing rent on any periods thereafter; or the yearly rental shall be paid in a dollar amount equivalent 'to the present purchasing power of each dollar. This equivalent amount will be determined by dividing the rental amounts applicable, by the consumer price index number for the last date for which computation has been made in 1979 by the Bureau of Labor Statistics 6 Bev 1 of the United States Department of Labor for the month preceding the month in which the Lease becomes effective and then multi- plying that amount by the index number for the month preceding the month in which.the adjustment is to take place. The per capita property taxes will be adjusted every five (5) years to correspond with the taxes and population in the year which the adjustment is to take place. VI. LICENSES, PERMITS, TAPES AND FEES (a) The Club shall obtain and pay for all licenses, permits, and fees necessary for the Club to conduct business on the leased premises. The Club shall pay all taxes of whatever nature as are lawfully levied or assessed against the demised premises and improvements, sales, rents, or operations thereon; including; but not limited to, ad valorem taxes, and the payment thereof shall include taxes assessed for the current year, if any . so assessed. The Club further agrees to pay all of thesaid taxes lawfully assessed , on such dates as they become due and payable. The failure of the Club to pay the taxes as aforesaid, shall constitute grounds for the immediate cancellation of this Lease by the City. The Club is to pay all charges and expenses of every nature that may be imposed upon said leased premises and its appurtenances. during the term of this Lease or which may arise during the term of this Lease. VII. PAYMENT OF UTILITIES The Club shall pay all charges for utilities to the leased premises, including but not limited to charges for water, gas, sewage, electricity, and telephone, during the term of this Lease. VIII. CONDITIONS PRECEDENT The Lease shall not become effective unless and until approval by the City Commission of the City of Miami. (a) No structure of any kind now existing on the premises shall be altered ora new structure erected upon the herein described premises unless the plans for said construction have been first submitted to the City Manager and the Director of the Building and Zoning Inspections Department of the City of Miami for approval. (b) As a condition to this Lease, the Club shall obtain at its Role cost and expense all permits, approvals, licenses, and related documents from any and all Federal. State, and local governments and agencies requiring them for construction of a club facility. The Club agrees that the City being the freeholder and having vested rights in the real estate which is the subject of this Agreement, 7 Rev 1 shall be the applicant and the Club its authorized agent in filing for all such permits. AlI`such permits shall be and remain at all times the property of the City, its successors or assigns. The Club shall file the .applications for all permits or approvals necessary to commence construction and/or dredging on the leased premises. The Club shall inform the City Manager of all such applications and shall attach copies thereof. Permits and licenses, as they are approved, shall be issued in the name of the City. IX. ADJUSTMENT OF THE LOCATION OF PREMISES Should the City or any governmental agency by virtue of their jurisdiction over publicly owned lands require, for the purpose of development, public need, or any other public purpose, the realignment or relocation of the demised premises or parts thereof; then the Club shall be bound to comply with any required changes or adjustment as may be directed by the City Manager. X. DREDGING The City agrees to permit the Club to dredge the bay bottom land of the demised premises for navigational approaches, and maintenance purposes. This permission to dredge is subject to and conditioned upon the Club securing dredging approval of all necessary governmental agencies and submission by the Club of all necessary applications, fees, Bonds, documents or plans pursuant to the Code of the City of Miami. XI. MINOR REPAIRS OF BOATS Only minor repairs or servicing of boats shall be permitted on the premises. The Club facilities shall not be used for the purpose of major maintenance or over- hauling of boats and craft. XII. ALTERATIONS OF IMPROVEMENTS BY CLUB The Club shall make no leasehold improvement, addition, partition, alteration or adjustment to the leased premises, (maintenance and repairs excluded), without first having obtained the written consent of the City Manager of the City. All requests shall be in writing and shall include plans and specifications pertaining thereto. All alterations, improvements, additions, or partitions made or installed by the Club on the demised premises authorized under prior lease agreements, and all alterations, improvements, additions, or partitions, both real or personal made or installed by the Club on the demised premises under the provisions of this Lease shall become the property of the City of Miami upon the expiration of this Lease. 'Rev 1 XIII. ALTERATIONS OR REPAIRS BY THE CITY The City shall have the right to make such alterations,. repairs or additions to the leased premises as the City may deem necessary, without any liability to the Club therefor, upon reasonable notice to the Club. (Incorporated by reference is XXVIII b) for compensation. The•Club shall cooperate with the City in making such alterations, repairs or additions to the leased premises in order that the City may complete its work. The City will cooperate with the Club in making such alterations or repairs so as to not unreasonably disturb the Club in the operations of the leased premises. XIV. DEVELOPMENT PLANS The development of new club house facilities is anticipated by the Club. The developmental plan for the new club facility must complement the overall design and planning for the Dinner Key, area. The dry storage areas of the club facility shall be adequately screened or landscaped. No structure of any kind now existing on the premises shall be altered or new structure erected upon the demised premises unless the plans therefor shall have been first submitted to. the City Manager and the Director of the Building Inspection Department of the City for approval. XV- INSPECTION OF PREMISES The Club agrees to permit the City Manager or his authorized representative to enter the premises at any time for any purpose which the City Manager of the City deems necessary or incidental to, or connected with, the performance of City duties or obligations hereunder, or in the exercise of the City's rights or functions. XVI: MAINTENANCE OF PREMISES (a) The Club shall, at its sole cost and expense, maintain the leased premises and all improvements thereon in good order and repair, and in an attractive, clean and sanitary condition. Upon the Club's failure to maintain the premises and improvements thereon in the condition heretofore set forth, to the satisfaction of the City Manager of the City; then, with prior notice to the Club, the City through the City Manager may make at its sole option, the necessary expenditures to maintain the premises and the improvements thereon'in a good, clean, sanitary, and attractive state, and shall assess the cost therefor or the cost of any necessary repairs, against the Club and the Club shall, within ten (10) days after receipt of notice of the cost thereof, remit said amount to the City, or otherwise, shall be in default of this Lease. Rev 1 9 (b) It shall be the sole responsibility of the Club to maintain the structures, moorings, equipment, furnishings and fictures, and the land appurten- ances thereon and thereto, and the Club shall abide by all laws and make such improvements as required by law at its sole cost and expense in operating the facility for the purposes, as provided in this Lease. XVII. POLLUTION The Club shall abide by all Federal, State, County and City laws and regulations either presently in existence or subsequently issued, with regard to anti -pollution methods and sewage waste disposal. XVIII. COMPLIANCE WITH CITY, COUNTY, STATE AND FEDERAL LAW The Club shall comply with all rules, regulations and laws of the City of Miami, Dade County, the State of Florida, or the United States Government applicable to the leased premises and any improvements located thereon. Any material failure to comply with any such rule, regulation or law shall be deemed to be a default on the part of the Club. XIX. HOLD HARMLESS PROVISION The Club shall maintain and supervise the leased premises, including docking and mooring facilities, in a safe condition, and shall indemnify and save harmless the City and its Officers, Agents, and Employees, from and against any and all claims, suits, actions, damages of causes of action arising during the term of this Lease for any personal injury, loss of life, or damage to property sustained in or on the leased premises by reason of or as a result of or rising our of the Club's occupancy, use, activities, operation and construction thereon; from and against any orders, judgments, or decrees which may be entered thereon; and from and against all costs, attorney's fees. expenses and liabilities incurred in the defense of any such claim and the investigation thereof. Rev 1 10 XX. INSURANCE The Club 'shall maintain during the term•of•this Agreement the following insurance: (a) Public Liability including products liability, Insurance in the amounts of not less than $1,000,000.00 per occurrence for death or bodily injury and not less than $50,000.00 per occurrence for property damage. (b) A standard fire insurance policy on his premises and all furni- ture, fixtures, equipment .and improvements, including the perils of fire, extended coverage, and other perils, for the actual cash value thereof. {c) The CITY shall be named as an additional insured under the policies of insurance as required by this Agreement. (d) Automobile Liability Insurance covering all owned, non -owned, and hired vehicles in the amounts of no less than $100,000.00 per accident and $300,000.00 per occurrence of bodily injury and $10,000.00 property damage. (e) The CITY shall be given at least thirty (30) days advance written notice of cancellation of said policies or any material modifi- cations thereof. (f) Certificates of insurance shall be filed with the Finance Depart- ment, Risk Management Division of the City of Miami. (g) The insurance coverage required shall include those classifications as listed in standard liability insurance manuals, which most nearly reflect the oprations of the Club. (h) All insurance policies shall be issued.by companies authorized to do business under the laws of the State of Florida and must be rated at least "A" as to management and Class "X" as to financial strength, all in accordance to A.M. BEST'S R Y RATING GUIDE, latest. edit ion. (i) The_CITY reserves the right to amend the insurance requirements as circumstances dictate in order to protect the interest of the CITY in this Lease Agreement. ()) The Club shall furnish certificates of insurance to the CITY prior to the commencements of operations, which certificates shall clearly indicate the Club has obtained insurance in the type, amount, and classifications as required for strict compliance with this covenant and shall be subject to the approval of the Department of Finance, Risk Management Division. (k) The policy shall be endorsed as follows: "It is agreed that in the event of any claim -or suit against the insured for damages covered by this policy, insurance company will not deny liability by the use of a defense based upon governmental immunity." 11 XXI. RISK OF LOSS The Club agrees to assume all risk of loss, injury or damage of any kind or nature whatsoever to property now or hereafter placed on or within the leased premises by -the Club or'othets, and all risk'or loss, injury or damage of any kind or nature whatsoever to the contents of all buildings, docks, or improvements made by the Club to the structure of structures, or to any goods, chattels, merchandise, or to any other property that may now or hereafter be placed upon said leased premises, whether belonging to the Club or others, whether said_ 3nss, injury,- or- damage- results- from- fire-, hurricane-, rising water, or from any other cause, and to hold harmless the,City from all claims and suits growing out of any such loss, injury, or damage. XXII. PREMISES DAMAGE OR DESTRUCTION (a) In the event the premises shall be destroyed or so damaged or injured by fire or other casualty during the term of this lease whereby the same shall be rendered untenantable then the Club shall render said premises tenantable by repairs within ninety (90) days therefrom or such additional period of time as agreed to by the City Manager of the City, in writing. (b) In the event the premises are substantially destroyed or so damaged or injured by fire or other casualty that the premises cannot be rendered tenatable or that the Club elects not to repair within the ninety (90) day or other period as agreed by the City Manager, then the proceeds of the insurance policy or policies covering such loss or damage shall be paid to the City of Miami and the Club as their respective interests may then appear and this Lease shall be deemed terminated. XXIII. ADVERTISING The Club shall not permit any signs or advertising matter to be placed either in the interior or upon the exterior of any building or portion of the leased premises without first having obtained the written approval of the City Manager of the City; however, the Club may place usual or customary merchandising signs upon the leased premises without approval provided that, in the event the City Manager of the City notifies the Club in writing to remove any or all of these merchandising signs, the Club shall remove same within the time specified by the City Manager of the City. XXIV. NON DISCRIMINATION The Club agrees that there will be no discrimination against any persons : on account of race, color, sex,.religious creed, ancestry or national origin, in the use of the demised premises and the improvements thereon. It is expressly understood that upon proof of discrimination the City shall have the right to terminate this Lease Agreement. 12 Rev 1 XXV. ASSIGNMENT, SUBLETTING, OR TRANSFER OF STOCK The Club shall not assign this Lease, nor sublet, nor assign or sublet any portion of the demised premises, nor grant any concession whatsoever during the term of this Lease without first having obtained the authorization of the. Commission of the City of Miami. The Club agrees that it will not transfer any stock in the corporation subsequent to entering into this Agreement until such transfer is approved by the City. XXVI. DEFAULT In the event the Club fails to comply with each and every term and condition of this Lease, or fails to perform any of the terms and conditions contained herein, or fails to comply with the written directions of the City Manager of the City within thirty (30) days after written notice to the Club (of the specific failure claimed by the City to exist), then the City, at the City's sole option, and without further notice or demand to the Club, may cancel and terminate this Lease and said Lease shall be null and void and of no further force and effect, and the Club shall forthwith vacate the premises. XXVII. CANCELLATION BY TEE CLUB It is agreed that this Lease may be cancelled by the Club at any time upon thirty (30) days written notice to the City. Manager. The Club shall have the right to cancel this Lease at any time but such cancellation shall not impose any duty or obligation on the City•to make any compensation or reimburse- ment to the Club for any part of the cost of construction or maintenance of any improvements made thereon by the Club. XXVIII. CANCELLATION BY THE CITY (a) The City reserves the right to cancel, terminate, and declare this Lease to be null and void in the event the Federal or State government requires the City to reacquire the demised premises, or said premises are needed by the City for any municipal purpose. Notice of cancellation shall be given at least six (6) months in advance, in writing, and mailed to the Commodore, Coconut Grove Sailing Club, P.O. Box 330586, Coconut Grove Station, Miami, Florida. 33133. Rev 13 (b) In the event the City cancels this Lease as provided in subpara- graph (a) above, and for no other purpose, the City will reimburse the Club for the remaining unpaid capital investment of any permanent leasehold improvements constructed on the premises: No reimbursement will be made if the termination of this Agreement is caused by the Club's failure to comply with any of the other terms and conditions contained herein. XXIX. NOTICES (a) All notices shall be sent to the parties at the following addresses: CLUB: Commodore, Coconut Grove Sailing Club P.O. Box 330586, Coconut Grove Station Miami, Florida 33133 CITY: The City Manager, City of Miami 3500 Pan American Drive, Dinner Key Miami, Florida 33133 (b) The Club and the City may change the above mailing addresses at any time upon giving the other party written notification. (c) All notices under this Lease must be in writing and shall be deemed to be served when delivered to the address of the addressee. All notices served by mail shall be registered or certified mail, return receipt requested. XXX. ATTORNEYS' FEES In the event it becomes necessary for the City to file a lawsuit in the appropriate court of law to enforce any of the terms and conditions of this Lease, or to require the Club to perform any of the convenants or terms and con- ditions as provided herein, then the Club agrees that it shall pay to the City reasonable attorneys' fees. XXXI. SURRENDER OF PREMISES The Club agrees that it will quietly and peaceably quit and deliver the leased premises to the City at the end of the lease term in the same or better repair and condition as recieved, ordinary wear, decay and damage by the elements only expected. Rev 1 14 4 XXXII. CANCELLATION OF PRIOR LEASE AGREEMENT Upon the execution by all parties of this Lease and when approved by the City Commission of the City of Miami, the prior Lease Agreeement together with amendments thereto, if any, shall be vacated, cancelled, set aside, and of no further force and effect. XXXIII. CAPTIONS The captions contained in this Lease are inserted only as a matter of convenience and for reference, and in no way define, limit, or prescribe the scope of this Lease or the intent of any provision thereof. XXXIV. TERMS BINDING ON SUCCESSORS This Lease shall be binding on the City and the Club, their successors and assigns, and they shall abide by each of the terms and conditions hereof. XXXV. PUBLIC ACCESS TO THE WATERFRONT The public shall be allowed access to the waterfront areas of the leased premises, said access being subject to restrictions for public safety. Rev 1 15 IN WITNESS WHEREOF, the parties hereto have caused their respective names to be subscribed and their corporate seals to be affixed hereto, this the day and year first above written. PREPARED AND APP .'VED BY: A ISTANT CITY A EY THE CITY OF MIAMI, FLORIDA, a municipal corporation By GER COCONUT GROVE SAILING CLUB, INC., a non-profit corporation of. the State of Florida APP • . ! S TO FO SS: GEORG . CITY TTORNEY SCHEDULE A COCONUT GROVE SAILING CLUB Parcel No. 1 Submerged Land Commence at the City Monument at the intersection of City Monument Lines of MacFarlane Road and South Bayshore Drive; thence run southeastwardly along the City Monument Line of MacFarlane Road extended southeastwardly for a distance of 398.44 feet to a point; thence deflecting to the right 82° 55'00" run southwestwardly for a distance of 464.38 feet to a, point which is Down as station 14+00.00 in the stationing of the Dinner Key Marina and is also the Point of Beginning of the land hereinafter described; thence deflecting to the left 82° 55'00" run southeastwardly for a distance of 510.00 feet to a point; thence deflecting to the left 83° 00'00" run northeastwardly for a distance of 395.00 feet to a point; thence deflecting to the right 13° 35'00" fun northeastwardly for a distance of 730.00 feet to a point; thence deflecting to the left 17° 40'00" run northeastwardly for a distance of 50.00 feet to a point; thence deflecting to the left 90° 00'00" run northwestwardly for a distance of 885.00'feet to a point; thence deflect- ing to the' left 90' 00'00" run northwestwardly for a distance of 50.00 feet to a point; thence deflecting to the left 1 54'38" run southwestwardly for a distance of 580.00 feet to a point; thence deflecting to the left 9° 20'49" run southwestwardly for a distance of 546.35 feet more or less to the Point of Beginning; containing 18.45 acres more or less. Parcel No. 2 Shore Land Commence at the intersection of the City monument line of McFarlane Road and the City monument line of South Bayshore Drive; thence run northeasterly along the City monument. line of South Bayshore Drive a distance of 32.57 feet to a point; thence run southeast- wardly along a line 32.50 feet northeasterly and parallel with the City monument line of McFarlane Road, a distance of 200.44 feet to the Point of Beginnning: thence run northeastwardly along a line 200.00 feet southeasterly of and parallel with the City monument line of South Bayshore Drive a distance of 292.00 feet to a point; thence run southeastwardly along a line 324.50 feet northeasterly of and parallel with the City monument line of McFarlane road a distance of 150 feet, more or less, to the present high tide line of Biscayne Bay: thence meandering the high tide line of Biscayne Bay run southwestwardly a distance of 298 feet, more or less, to a pint 23.50 feet north- easterly of the City monument line of McFarlane Road; thence run northwestwardly along a line 32.50 feet northeasterly of and parallel with the City monument line of McFarlane Road a distance of 180 feet, more or less to the Point of Beginning, including all buildings, structures or other installations now existing thereon;eontaining 1.1 acres more or less. 1 MODIFICATION TO LEASE AGREEMENT Modification made to Lease Agreement of March 26, 1980 made this ,r day of y4/_051-4VV , 19O, by and between the CITY OF MIAMI, a municipa corporation of the State of Florida (hereinafter referred to as "CITY") whose principal offices are located at City Hall, Dinner Key, Miami, Florida 33131 and the Coconut Grove Sailing Club, Inc., a non-profit corporation of the State of Florida (hereinafter referred to as "CLUB") whose principal offices are located at 29.9D- Bayshore Drive, Miami, Florida 33131. WITNESSETI WHEREAS, the Commission of CITY, by adoption of Resolution No. 79-618, dated September 13, 1979, authorized the City Manager to execute a lease agreement with CLUB; and WHEREAS, CITY and CLUB executed said lease agreement on March 26, 1980 for a period of twenty years; and WHEREAS, certain financial inequities arose that were neither anticipated nor intended in said lease agreement; and WHEREAS,. CLUB has requested and CITY has agreed to renegotiate certain elements of said lease; NOW, THEREFORE, CITY and CLUB hereby covenant and agree each with the other to amend the March 26, 1980 lease agreement as follows: Articles IV. Definitions, and V. Consideration Conditions, Penalties, and Adjustments to' Same, are deleted in the entirety and replaced with the following language: IV. Definitions. For the purpose of determining the terms and conditions of this agreement, the following definitions shall be used: A. Resident of CITY. A resident of the City of Miami shall be evidenced by ownership of a home and paying ad valorem property taxes to CITY; owning and operating a business in CITY (said owner -operator holding a CITY occupational license), or, being a registered voter of CITY. B. User of CLUB facility. Any member utilizing mooring or strip storage on the premises of CLUB shall be considered a user of CLUB's facilities. V. Consideration, Conditions and Priorities. A. Consideration. The annual leases payments to CITY by CLUB shall be the greater of the following: 1. A yearly base amount of $30,000.00, or payable • p riAC( teM- 2. Seven and one-half (7.5) percent o CLUB'S annual gross revenues. Such gross revenues to be d-t mined in accordance with generally accepted accounting .t . and as reported in CLUB's annual financial report as prepared by CLUB's independent Certified Public Accountant in accordance with the Statement of Review and Compilation Services as promulgated by the American Institute of Certified Public Accountants. Such gross revenues are defined to include but not restricted to all amounts received or accrued by CLUB from membership dues, new member initiation fees, mooring and strip fees, bar and food sales, interest and other income. Refunds of expenses paid or accrued and income received for providing sailing instruction to the public are not included. LAW Der. I- D.44 8q •ao9 (A•) B. Conditions. It is a condition of this lease that certain members of CLUB who are users of CLUB facilities receive priorities as described in Article V. sub -paragraph (c) below. C. Priorities. 1. of CITY as defined first refusal of occur. CLUB shall who have requested 2. residents of CITY offered available first come, first are residents of refusal. .Residents.- Members of CLUB who .are residents in Article IV A above shall have the right of available mooring or strip vacancies as they maintain and post a list of residents of CITY a mooring or strip space. Non-residents. Members of CLUB who are non - as defined in Article IV A above shall be mooring or strip spaces as they occur on a serve basis only after all members of CLUB who CITY have exercised their rights of first IN WITNESS WHEREOF, CITY and CLUB hereto have caused their respective names to be subscribed and their corporate seals to be affixed hereto. ATTEST: ATTEST: SECRETARY APPROVED AS TO FORM AND CORRECTNESS: f; 2CITY AT ORNE' APPROVED AS TO INSURANCE REQUIREMENTS: THE CITY OF MIAMI, FLORIDA a municipal corporation By CITY MANAGER THE COCONUT GROVE SAILING CLUB a non-profit corporation of the State of Florida BY COMMODORE -2-