HomeMy WebLinkAbout24827AGREEMENT INFORMATION
AGREEMENT NUMBER
24827
NAME/TYPE OF AGREEMENT
US DEPARTMENT OF TRANSPORTATION FEDERAL
AVIATION ADMINISTRATION
DESCRIPTION
OFF -AIRPORT LAND LEASE/USE OF A VACANT PARCEL OF
LAND ON VIRGINIA KEY/FILE ID: 13550/R-23-0146/MATTER ID:
20-295
EFFECTIVE DATE
ATTESTED BY
TODD B. HANNON
ATTESTED DATE
2/26/2024
DATE RECEIVED FROM ISSUING
DEPT.
3/1/2024
NOTE
DOCUSIGN AGREEMENT BY EMAIL
OFF -AIRPORT LAND LEASE
Between
THE UNITED STATES OF AMERICA
DEPARTMENT OF TRANSPORTATION
FEDERAL AVIATION ADMINISTRATION
And
CITY OF MIAMI, FLORIDA
FAA CONTRACT NO: 69435Z-19-L-00067
ATID/FACILITY TYPE: VKZ, VORTAC
LOCATION: (Virginia Key/Miami)
1. Preamble (09/2021) 6.1.1 This agreement to enter into a lease, hereinafter "Lease" for real property
is hereby entered into by and between City of Miami, Florida, a Municipal Corporation of the State
of Florida, hereinafter referred to as the "City" or "Lessor" and the United States of America, acting
by and through the Federal Aviation Administration, hereinafter referred to as the FAA.
This Lease has been authorized pursuant to City of Miami Resolution No. R- 23-0146 and R-23-
0302, attached and incorporated as Exhibit "A".
All exhibits are incorporated by reference herein.
2. Definitions (09/2021) 6.1.1-1 For purposes of this document, the following definitions apply;
Contract- refers to this legal instrument used to acquire an interest in real property for the direct
benefit or use by the FAA. As used herein, contract denotes the document (for example- lease,
easement, memorandum of agreement, or other legally binding agreement) used to implement an
agreement between a customer (buyer) and a seller (supplier).
City- refers to the City of Miami, a Municipal Corporation existing under the laws of the State of
Florida, the Lessor.
Government- refers to the United States of America acting by and through the Federal Aviation
Administration (FAA). For purposes of this document, Government and FAA are interchangeable.
Real Estate Contracting Officer (RECO) - is a trained and warranted official who contracts for real
property on behalf of the FAA. For purposes of this Lease, RECO is interchangeable with
Contracting Officer (CO).
3. Succeeding Contract (09/2021) 6.1.2 This contract succeeds DTFASO-09-L-00004 and all other
previous agreements between the parties for the property described in this document.
4. Lease Witnesseth (09/2021) 6.1.3 Witnesseth: The parties hereto, for the consideration hereinafter
mentioned, covenant and agree as follows:
Federal Aviation Administration
Antenna & Equipment Space Lease, 07/2022
OMB CONTROL NO. 2120-0595
5. Description of Premises (09/2021) 6.1.4-3 This contract covers the following described property, as
more particularly described on Exhibit "B" hereinafter referred to as the Premises and hereby
consisting of:
VKZ-VOR SITE LEGAL DESCRIPTION:
A portion of parcel recorded in official record book 3724, page 318 to the public records of Miami -
Dade County, Florida and all lying in Section 9, Township 54 South, Range 42 East in Virginia Key,
Miami -Dade County Florida, being more particularly described as follows:
Commence at the SW corner of SW 1/4 of said Section 9, Township 54 South, Range 42 East, thence
N 89°33'58" E along the South line of the SW 1/4 of said Section 9 for a distance of 1,250.00 feet to
the Southwest corner of the parcel as recorded in Official Record Book 9001, at page 1437 of the
Public Records of Miami -Dade County Florida; thence N 00°26'02" W along the West line of said
parcel recorded in Official Record Book 9001, at page 1437 for a distance of 160.00 feet to the
Northwest corner of said parcel recorded in Official Record Book 9001, at page 1437; thence S
89°33'58" W for a distance of 80.00 feet to the Point of Beginning of the hereinafter described parcel;
thence continue S 89°33'58" W for a distance of 300.00 feet; thence N 00°26'02" W for a distance of
200.00 feet; thence N 89°33'58" E for a distance of 300.00 feet; thence S 00°26'02" E for a distance
of 200.00 feet to the Point of Beginning.
Containing 1.377 acres or 60,000 square feet more or less.
ACCESS
ROAD
A portion of parcel recorded in official record book, 3724, page 318 of the public records of Miami -
Dade County, Florida and all lying in Section 9, Township 54 South, Range 42 East in Virginia Key,
Miami -Dade County Florida, more particularly described as follows:
Commence at the SW corner of SW 1/4 of said Section 9, Township 54 South, Range 42 East; thence
N 89°33'58" E along the South line of said Section 9 for a distance of 1,250.00 feet to the Southwest
corner of the parcel as recorded in Official Record Book 9001, at page 1437 of the Public Records of
Miami -Dade County Florida; thence N 00°26'02" W along the West line of said parcel recorded in
Official Record Book 9001, at page 1437 for a distance of 160.00 feet to the Northwest corner of
said parcel recorded in Official Record Book 9001, at page 1437, said point also being the Point of
Beginning of the hereinafter described parcel; thence S 89°33'58" W for a distance of 80.00 feet;
thence N 00°26'02" W for a distance of 30.00 feet; thence N 89°33'58" E for a distance of 2,280.00
feet; thence S 00°26'02" E for a distance of 30.00 feet to the Northeast corner of said parcel
recorded in Official Record Book 9001, at page 1437, thence S 89°33'58" W along the North Line
of said parcel recorded Official Record Book 9001, at page 1437, for a distance of 2,200.00 feet to
the Point of Beginning.
Containing 1.570 acres or 68,400 square feet more or less.
A. Together with a right-of-way for ingress to and egress from the premises (for Government
employees, their agents and assigns); a right-of-way for establishing and maintaining electric power
and/or telecommunication lines to the premises; and a right-of-way for subsurface power,
communication and/or water lines to the premises; all rights -of -way to be over said lands and
2
Federal Aviation Administration
Antenna & Equipment Space Lease, 07/2022
OMB CONTROL NO. 2120-0595
adjoining lands of the City, and unless herein described otherwise, shall be reasonably determined by
the Government as the most convenient route.
B. This contract includes the right of grading, conditioning, installing drainage facilities, seeding the
soil of the premises, and the removal of all obstructions from the premises that may constitute a
hindrance to the establishment and maintenance of Government facilities.
C. The Government shall also have the right to make alterations, attach fixtures, erect additions,
structures, or signs, in or upon the premises hereby leased. All alterations and additions are and will
remain the property of the Government.
RESTRICTIVE AERIAL
EASEMENT
A portion of parcel recorded in Official Record Book 3724, page 318 of the Public Records of
Miami -Dade County, Florida lying in Section 9, Township 54 South, Range 42 East and a portion of
parcel recorded in Official Record Book 2493, page 375 of the Public Records of Miami -Dade
County, Florida lying in Section 16, Township 54 South, Range 42 East in Virginia Key, Miami -
Dade County Florida, more particularly described as follows:
Commence at the SW corner of SW t/4 of said Section 9, Township 54 South, Range 42 East, thence
N 89°33'58" E along the South line of said Section 9 for a distance of 1,250.00 feet to a point of NE
corner of the parcel as recorded in Official Record Book 2493, at page 375 of the Public Records of
Miami -Dade County Florida, said point also being the Point of Beginning of the hereinafter
described parcel; thence S 00°26'02" E along the East line of said parcel for a distance of 723.90
feet to a point on a non -tangent circular curve concave to the Northwest, whose radius bears S
10°48'33" E from the center of said curve, said radius point is located at the center of the Virginia
Key VOR antenna; thence Southwesterly, Northwesterly, Northeasterly, Southeasterly and Southerly
along the arc of said curve to the right, having a radius of 1,000 feet and a central angle of
286°06'0l" for an arc distance of 4,993.39 feet to a point of South line of parcel as recorded in
Official Record Book 3724, at page 318 of the Public Records of Miami -Dade County Florida;
thence S 89°33'58" W along the previously described South line of parcel for a distance of 814.92
feet; thence S 00°26'02" E along the East line of parcel as recorded in Official Record Book 3724, at
page 318 of the Public Records of Miami -Dade County Florida for a distance of 160.00 feet to the
Point of Beginning.
Less and except the 1.377 acres more or less of VKZ — VOR site.
The City hereby confirms, establishes, grants, and conveys to the Government and its successors and
assigns an exclusive Restrictive Aerial Easement in, on, over, and across the property within a 1,000
foot radius from the center of the facility.
This contract includes the right to prohibit all obstructions above ground surface and other obstacles
(e.g., vegetation structures) that abridge the rights hereby granted as shown on VOR Aerial
Easement/Clear-Zone Criteria and identified as Exhibit `B" attached hereto and made a part hereof,
together with the right to trim, cut, fell, and remove trees, underbrush, obstructions and other
vegetation, structures, or obstacles that abridge the rights hereby granted.
The restrictions are subject to the rights of the City, and assigns to use the land for the type and
height of the permitted exceptions shown on Exhibit "B" and further subject to existing structures in
place under existing easements for public roads and highways, public utilities, railroads, and
3
Federal Aviation Administration
Antenna & Equipment Space Lease, 07/2022
OMB CONTROL NO. 2120-0595
pipelines, and any present or future use by lessor and assigns, which does not interfere with or
abridge the restrictive rights hereby contracted.
City or it's agent is required to go to website https://oeaaa.faa.gov to submit essential data for FAA
evaluation prior to any construction or alteration, including any construction activities
planned/performed by third parties.
6. Purpose (09/2021) 6.1.5 It is understood and agreed that the use of the herein described Premises
shall be related to FAA's activities in support of the National Airspace System (NAS).
7. Legal Authority (09/2021) 6.2.1 This contract is entered into under the authority of 49 U.S.C.
106(1)(6) and (n), which authorizes the Administrator of the FAA to enter into contracts, acquisitions
of interests in real property, agreements, and other transactions on such terms and conditions as the
Administrator determines necessary.
8. Term (09/2021) 6.2.3 To have and to hold, for the teat" commencing on October 1, 2018 and
continuing through September 30, 2032 inclusive, provided that adequate appropriations are
available from year to year for the consideration herein.
9. Consideration (09/2021) 6.2.4
A. Commencing December 1, 2022, the Government shall pay annual rent, payable in annual
installments in the amount of $36,602.40 (Thirty -Six Thousand -Six Hundred -Two dollars and forty
cents).
B. Payments shall be made in arrears without the submission of invoices or vouchers. Payments are
due on the first business day following the end of the payment period and are subject to available
appropriations. The payments shall be directly deposited in accordance with the "Payment by
Electronic Funds Transfer" clause in this contract. Payments shall be considered paid on the day an
electronic funds transfer is made.
C. Payment shall be made in full to: City of Miami, Florida, a Municipal Corporation of the State of
Florida.
D. The parties acknowledge that the Government has paid rent for the Premises under prior Lease
No. DTFASO-09-L-00004 in the total amount of 114,666.88 (One -Hundred Fourteen -Thousand Six -
Hundred Sixty -Six Dollars and eighty-eight cents) for the time period from October 1, 2018 to
January 31, 2024 while in holdover status.
10. Termination (09/2021) 6.2.5 Either party to this Lease may terminate this contract at any time, in
whole or in part, if the Real Estate Contracting Officer (RECO) deteiiiiines that a termination is in
the best interest of the Government. The RECO shall terminate this contract by delivering a written
notice specifying the effective date of the termination. The termination notice shall be delivered at
least 30 days before the effective termination date. No costs shall accrue as of the effective date of
termination.
Federal Aviation Administration
Antenna & Equipment Space Lease, 07/2022
OMB CONTROL NO. 2120-0595
11. Excuse (09/2021) 6.2.5-3
It shall be an event of default, if the Government fails to observe any of the material covenants of
this Lease.
A. Permissible causes for excuse are:
i. acts of God (e.g., fires, floods, pandemics, epidemics, unusually severe weather, etc.),
ii. acts of the public enemy,
iii. acts of the Government in either its sovereign or contractual capacity,
iv. pandemic, epidemic, or quarantine restrictions,
v. strikes, and
vi. freight embargoes. In each instance, the failure to perfottii must be beyond the control and
without the fault or negligence of the Lessor.
B. Excuse will not be granted when:
i. the Lessor, its employees, agents or contractors, by error or omission, fails to perform; or
ii. the Lessor is unable to obtain sufficient financial resources to perfottit its obligations.
C. Both the City and RECO will ascertain the facts and extent of the failure. If the RECO
reasonably detettitines that any failure to perfottit is excusable, the RECO shall revise the delivery
schedule subject to the rights of the Government under the default and termination clauses of this
contract.
12. Binding Effect (09/2021) 6.2.6 The provisions of this contract and the conditions herein shall be
binding upon, and for the benefit of, the parties and their successors and assigns. In the event of any
sale or transfer of ownership of the property or any portion thereof, the Government will be deemed
to have attorned to any purchaser, successor, assign, or transferee. The succeeding owner will be
deemed to have assumed all rights and obligations of the City under this contract establishing direct
privity of estate and contract between the Government and said succeeding owner, with the same
force, effect, and relative priority in time and right as if the contract had initially been entered into
between such succeeding owner and the Government.
13. Holdover (09/2021) 6.2.12 If after the expiration of the Lease, the Government shall retain
possession of the Premises, the Lease shall continue in full force and effect on a month -to -month
basis. Payment shall be made in accordance with the Consideration clause of the Lease at the rate
paid during the Lease term. This period shall continue until the Government shall have signed a new
lease with the Lessor, acquired the property in fee, or vacated the Premises.
14. RE Clauses Incorporated by Reference (09/2021) 6.3.0 This contract, as applicable, incorporates
by reference the provisions or clauses listed below with the same force and effect as if they were
given in full text. Upon request, the RECO will make the full text available, or the full text may be
obtained via internet at https://fast.faa.gov/RPF_Real_Property_Clauses.cfm.
A. Officials Not To Benefit (09/2021) 6.3.0-2
B. Assignment of Claims (09/2021) 6.3.0-3
C. Contracting Officer's Representative (09/2021) 6.3.0-4
D. Contingent Fees (09/2021) 6.3.0-5
Federal Aviation Administration
Antenna & Equipment Space Lease, 07/2022
OMB CONTROL NO. 2120-0595
E. Anti -Kickback Procedures (09/2021) 6.3.0-6
15. Title to Improvements (09/2021) 6.3.5 Title to the improvements constructed for use by the
Government during the life of this Lease shall be in the name of the Government.
16. Funding Responsibility for FAA Facilities (09/2021) 6.3.6 The City agrees that all City requested
relocation(s), replacement(s), or modification(s) of any existing or future FAA navigational aid or
communication system(s) necessitated by City improvements or changes will be at the expense of
the City. In the event that the City requested changes or improvements interferes and results in
damage or the operation of the facility and operations of the FAA along with the technical and/or
operational characteristics of the FAA's facility, the City will immediately correct the interference
issues at the City's expense. Any FAA requested relocation, replacement, or modifications shall be
at the FAA's expense. In the event such relocations, replacements, or modifications are necessary
due to causes not attributable to either the City or the FAA, funding responsibility shall be
determined by mutual agreement between the parties and memorialized in a Supplemental
Agreement.
17. Changes (09/2021) 6.3.8
A. The RECO may at any time, by written order via Supplemental Agreement, make changes within
the general scope of this Lease in any one or more of the following:
i. Work or services;
ii. Facilities or space layout;
iii. Amount of space/land;
iv. Any other change made within the scope of this lease.
The RECO shall then submit to the City Manager or his/her designee for review and approval.
B. If any such change causes an increase or decrease in the Lessor's cost or time required for
performance under this lease, the RECO will modify this Lease to provide one or more of the
following that results in a complete reimbursement to the City:
i. An equitable adjustment in the rental rate;
ii. A lump sum equitable adjustment;
iii. An equitable adjustment of the annual operating costs per rentable square foot; or
iv. An adjustment to the delivery date.
C. The Lessor must assert its right to an adjustment by written proposal under this clause within
thirty (30) days from the date of receipt of the change order. Lessor's request must include all
documentation necessary to validate his/her right to an adjustment. Failure to reach an agreement on
any adjustment constitutes grounds for dispute under the Contract Disputes clause.
D. Nothing in this clause excuses the Lessor from proceeding with the change as directed.
E. Absent written supplemental agreement the Government is not liable to the Lessor under this
clause.
18. Failure in Performance (09/2021) 6.3.16 In the event the City fails to perfoiiu a service, provide an
item, or satisfy a requirement under this Contract, the Government may:
A. perform the service, provide the item, or satisfy the requirement itself The Government
understands that any abatement of rent must be approved by the City of Miami Commission
Federal Aviation Administration
Antenna & Equipment Space Lease, 07/2022
OMB CONTROL NO. 2120-0595
pursuant to the Code of the City of Miami Section 18-176 as same may be amended from time to
time;
B. elect to not correct the City's perfoiiiiance; or
C. pursue termination of the contract under the "Termination" clause(s) in this Contract.
19. No Waiver (09/2021) 6.3.17 No failure by the City or the Government to insist upon strict
performance of any provision of this Contract or failure to exercise any right, or remedy consequent
to a breach thereof, will constitute a waiver of any such breach in the future.
20. Restoration (09/2021) 6.3.18-1
A. The Government shall surrender possession of the Premises upon vacation of the Premises. The
Government shall either:
i. Restore the Premises to as good condition as that existing at the time of the Government's
initial entry upon the Premises under this contract or any preceding contract (ordinary wear and
tear, damage by natural elements or by circumstances over which the Government has no
control, excepted) or,
ii. Make an equitable adjustment in the contract 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 in accordance with paragraphs (i), (ii), or this
paragraph, the parties shall enter into a supplemental agreement hereto effecting such
agreement.
B. In the event that the Government has to make payment under this clause, such payments shall be
in the amounts as reasonable agreed upon between the Government and the City to restore the
Premises, and will not exceed appropriations available at the time of the restoration in violation of
the Anti -Deficiency Act.
C. Nothing in this contract may be considered as implying that Congress will, at a later date,
appropriate funds sufficient to meet the deficiencies.
21. Quiet Enjoyment (09/2021) 6.3.25 The City 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.
22. Damage by Fire or Other Casualty or Environmental Hazards (09/2021) 6.3.26 If the Premises
is partially or totally destroyed or damaged by fire or other casualty or if environmentally hazardous
conditions are found to exist so that the Premises is untenantable as determined by the Government,
the Government may agree to allow restoration/reconstruction, or may elect to terminate the
contract, in whole or in part, immediately by giving written notice to the City and no further rental
will be due. The Government shall have no duty to pay rent while the Premises are unoccupied.
23. Interference (09/2021) 6.3.28 In the event that FAA operations interfere with the City's facility, the
City must immediately notify the RECO. The FAA will begin assessment of interference
Federal Aviation Administration
Antenna & Equipment Space Lease, 07/2022
OMB CONTROL NO. 2120-0595
immediately upon notification.
If the City or its facility interferes with the FAA's equipment and the City either knows of, or is
notified by the FAA, of the interference, the City will immediately remediate the interference at its
own cost.
Notification under this clause must include the following infoiiiiation, if known:
A. type of interference,
B. the commencement date of the interference, and
C. the root cause of the interference.
24. Hold Harmless (09/2021) 6.3.30 In accordance with and subject to the conditions, limitations and
exceptions set forth in the Federal Tort Claims Act, 28 U.S.C. Ch. 17, the Government agrees to
indemnify, defend and hold the City Hattiiless and shall further be liable to persons damaged by any
personal injury, death or injury to or loss of property, 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.
25. Compliance with Applicable Laws (01/2022) 6.3.31-1 This Contract shall be governed by federal
state and local laws. The City and the Government shall comply with all applicable federal, state,
and local laws applicable to and enforceable against them, provided that nothing in this contract shall
be construed as a waiver of the sovereign immunity of the Government or the City.
26. Examination of Records (09/2021) 6.3.32 The Comptroller General of the United States, the
Administrator of FAA, the City or a duly authorized representative of either shall, until three (3)
years after final payment under this contract, have access to and the right to examine any of the
Lessor's directly pertinent books, documents, paper, or other records involving transactions related
to this contract.
27. Subordination, Nondisturbance and Attornment (09/2021) 6.3.33
A. The Government agrees, in consideration of the warranties and conditions set forth in this clause,
that this contract is subject and subordinate to any and all recorded mortgages, deeds of trust and other
liens now or hereafter existing or imposed upon the Premises, and to any renewal, modification or
extension thereof It is the intention of the parties that this provision shall be self -operative and that
no further instrument shall be required to affect the present or subsequent subordination of this
contract. Based on a written demand received by the RECO, the Government will review and, if
acceptable, execute such instruments as the City may reasonably request to evidence further the
subordination of this contract to any existing or future mortgage, deed of trust or other security interest
pertaining to the Premises, and to any water, sewer or access easement necessary or desirable to serve
the Premises or adjoining property owned in whole or in part by the City if such easement does not
interfere with the full enjoyment of any right granted the Government under this contract.
B. No such subordination, to either existing or future mortgages, deeds of trust or other lien or security
instrument shall operate to affect adversely any right of the Government under this contract so long as
the Government is not in default under this contract. City will include in any future mortgage, deed
of trust or other security instrument to which this contract becomes subordinate, or in a separate non-
8
Federal Aviation Administration
Antenna & Equipment Space Lease, 07/2022
OMB CONTROL NO. 2120-0595
disturbance agreement, a provision to the foregoing effect. City warrants that the holders of all notes
or other obligations secured by existing mortgages, deeds of trust or other security instruments have
consented to the provisions of this clause and agrees to provide true copies of all such consents to the
RECO promptly upon demand.
C. In the event of any sale of the Premises or any portion thereof by foreclosure of the lien of any
such mortgage, deed of trust or other security instrument, or the giving of a deed in lieu of
foreclosure, the Government will be deemed to have attorned to any purchaser, purchasers,
transferee or transferees of the Premises or any portion thereof and its or their successors and
assigns, and any such purchasers and transferees will be deemed to have assumed all obligations of
the City under this contract, so as to establish direct privity of estate and contract between
Government and such purchasers or transferees, with the same force, effect and relative priority in
time and right as if the contract had initially been entered into between such purchasers or
transferees and the Government; provided, further, that the RECO and such purchasers or transferees
shall, with reasonable promptness following any such sale or deed delivery in lieu of foreclosure,
execute all such revisions to this contract, or other writings, as shall be necessary to document the
foregoing relationship.
D. None of the foregoing provisions may be deemed or construed to imply a waiver of the
Government's rights as a sovereign.
28. Notification of Change in Ownership or Control of Land (09/2021) 6.3.34 If the City sells, or
otherwise conveys to another party or parties any interest in the aforesaid land, rights of way thereto,
and any areas affecting the Premises, the Government shall be notified in writing, of any such
transfer or conveyance within 30 calendar days after completion of the change in property rights.
Concurrent with the written notification, the City or City's representatives, assignees, or trustees
shall provide the Government copies of the associated legal document(s) (acceptable to local
authorities) for transferring and/or conveying the property rights.
29. Change of Ownership/Novation (09/2021) 6.3.34-1
A. If during the term of the Lease, title to the Property is transferred or the Lessor changes its legal
name, the Lessor shall notify the Government within five days of the transfer of title/change of
name.
B. The Government and the Lessor must execute a Supplemental Agreement acknowledging the
transfer of title or name change.
C. If title to the Property is transferred, the Government, the original Lessor (Transferor), and the
new owner or assignee (Transferee) shall execute a Novation Agreement providing for the transfer
of Transferor's rights and obligations under the Lease to the Transferee. When executed on behalf of
the Government, a Novation Agreement will be made part of the Lease via Supplemental
Agreement.
D. The RECO may request additional information (e.g., copy of the deed, bill of sale, certificate of
merger, contract, court decree, articles of incorporation, operation agreement, partnership certificate
of good standing, etc.) from the Transferor or Transferee to verify the parties' representations
regarding the transfer.
E. If the RECO determines that recognizing the Transferee as the Lessor will not be in the
Government's interest, the Transferor shall remain fully liable to the Government for the Transferee's
performance of obligations under the Lease, notwithstanding the transfer. Under no condition shall
9
Federal Aviation Administration
Antenna & Equipment Space Lease, 07/2022
OMB CONTROL NO. 2120-0595
the Government be obligated to release the Transferor of obligations prior to (a) the rent
commencement date; and (b) any amounts due and owing to the Government under the Lease that
have been paid in full or completely set off against the rental payments due under the Lease.
F. As a condition for being recognized as the Lessor and entitlement to receiving rent, the Transferee
must register in the System for Award Management (SAM) for purposes of "All Awards", and
complete all required representations and certifications within SAM and the "Representation
Regarding Certain Telecommunications and Video Surveillance Services or Equipment" in this
contract.
G. If title to the Property is transferred, rent shall continue to be paid to the original Lessor, subject
to the Government's rights as provided for in this Lease. The Government's obligation to pay rent to
the Transferee shall commence on the effective date of the Lease Amendment incorporating the
Novation Agreement. The Lease Amendment will not be issued until the Government has received
all information reasonably required by the RECO, the Government has determined that recognizing
the Transferee as the Lessor is in the Government's interest (which determination will be prompt and
not unreasonably withheld), and the Transferee has met all conditions specified in sub -paragraph F.
30. Integrated Agreement (09/2021) 6.3.36 This Contract, upon execution, contains the entire Lease
of the parties, and no prior written or oral agreement, express or implied shall be admissible to
contradict the provisions of this Contract.
31. Unauthorized Negotiating (09/2021) 6.3.37 In no event shall the City enter into negotiations
concerning the Premises with anyone other than the RECO or his/her designee.
32. Contract Disputes (09/2021) 6.3.39
A. All contract disputes arising under or related to this 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 City may seek review of a final FAA decision only after its administrative remedies
have been exhausted.
B. The filing of a contract dispute with the ODRA may be accomplished by mail, overnight delivery,
hand delivery, or by facsimile, or if permitted by Order of the ODRA, by electronic filing. A
contract dispute is considered to be filed on the date it is received by the ODRA during normal
business hours. The ODRA's normal business hours are from 8:30 am to 5:00 pm Eastern Time.
C. Contract disputes are to be in writing and shall contain:
i. The City's name, address, telephone and fax numbers and the name, address, telephone and fax
numbers of the City's legal representative(s) (if any) for the contract dispute;
ii. The contract number and the name of the Contracting Officer;
iii. A detailed chronological statement of the facts and of the legal grounds for the City's
positions regarding each element or count of the contract dispute (i.e., broken down by
individual claim item), citing to relevant contract provisions and documents and attaching copies
of those provisions and documents;
iv. All infoiiiiation establishing that the contract dispute was timely filed;
v. A request for a specific remedy, and if a monetary remedy is requested, a sum certain must be
10
Federal Aviation Administration
Antenna & Equipment Space Lease, 07/2022
OMB CONTROL NO. 2120-0595
specified and pertinent cost information and documentation (e.g., invoices and tettiiinated
checks) attached, broken down by individual claim item and summarized; and
vi. The signature of a duly authorized representative of the initiating party
D. Contract disputes shall be filed at the following address:
i. For filing by hand delivery, courier or other form of in -person delivery:
Office of Dispute Resolution for Acquisition
Federal Aviation Administration
600 Independence Avenue SW., Room 2W100
Washington, DC 20591; or
For filing by U.S. Mail:
Office of Dispute Resolution for Acquisition
Federal Aviation Administration
800 Independence Avenue SW
Washington, DC 20591
[Attention: AGC-70, Wilbur Wright Bldg. Room 2W100]; or
Telephone: (202) 267-3290
Facsimile: (202) 267-3720
Alternate Facsimile: (202) 267-1293; or
ii. Other address as specified in 14 CFR Part 17.
E. A contract dispute against the FAA shall be filed with the ODRA within two (2) years of the
accrual of the contract claim involved. A contract dispute by the FAA against a City (excluding
contract disputes alleging warranty issues, fraud or latent defects) likewise shall be filed within two
(2) years after the accrual of the contract claim. If an underlying contract entered into prior to the
effective date of this part provides for time limitations for filing of contract disputes with the ODRA
which differ from the aforesaid two (2) year period, the limitation periods in the contract shall
control over the limitation period of this section. in no event will either party be permitted to file
with the ODRA a contract dispute seeking an equitable adjustment or other damages after the City
has accepted final contract payment, with the exception of FAA claims related to warranty issues,
gross mistakes amounting to fraud or latent defects. FAA claims against the City based on warranty
issues must be filed within the time specified under applicable contract warranty provisions. Any
FAA claims against the City based on gross mistakes amounting to fraud or latent defects shall be
filed with the ODRA within two (2) years of the date on which the FAA knew or should have known
of the presence of the fraud or latent defect.
F. A party shall serve a copy of the contract dispute upon the other party, by means reasonably
calculated to be received on the same day as the filing is to be received by the ODRA.
G. After filing the contract dispute, the City should seek informal resolution with the Contracting
Officer.
11
Federal Aviation Administration
Antenna & Equipment Space Lease, 07/2022
OMB CONTROL NO. 2120-0595
H. The FAA requires continued performance with respect to contract disputes arising under this
contract, in accordance with the provisions of the contract, pending a final FAA decision.
I. The FAA will pay interest on the amount found due and unpaid from (1) the date the Contracting
Officer receives the contract dispute, or (2) the date payment otherwise would be due, if that date is
later, until the date of payment. Simple interest on contract disputes shall be paid at the rate fixed by
the Secretary of the Treasury that is applicable on the date the Contracting Officer receives the
contract dispute and then at the rate applicable for each 6-month period as fixed by the Treasury
Secretary until payment is made. Interest will not accrue for more than one year.
J. Additional information and guidance about the ODRA dispute resolution process for contract
disputes can be found on the ODRA website at http://www.faa.gov.
33. Clearing/Disposing of Debris (09/2021) 6.3.41
A. The Government shall notify the City in writing ten (10) days prior to the start of any clearing of
trees and/or brush and tree cuttings.
B. The City grants the Government the right and privilege to enter upon the City's land in order to
cut, trim, tip, shape and maintain any trees situated within the Premises and said cutting privilege
granted to the Government shall include native grasses, scrub brush, and scrub to trees. Only those
trees that are determined by the Government to interfere with the operation and proper function of
the Government's facility will be subject to the Government's granted privilege. Coordination with
the City will be made prior to any cutting of any selected trees and shall be in compliance with all
applicable federal, state and local regulations and laws.
C. The Government agrees to dispose of all grass, brush, and tree cuttings by the Government's
contractor. All tree logs, limbs, or branches 2 or more inches in diameter and 5 feet in length, shall
be stacked in an area selected by the Lessor. The Government's disposal of debris, grass, branches,
etc., shall comply with regulatory requirements.
34. Road Maintenance Included in Rent (09/2021) 6.3.42 The Government does not have exclusive
use of the access road, but, shall share the use of the access road with the City and the Citys's service
providers. Compensation for use of the access road shall be included in the rent. City agrees to
maintain the access road.
35. Organizational Conflict of Interest (07/2022) 6.3.47
A. The offeror or City warrants that, to the best of the City's knowledge and belief, there are no
relevant facts or circumstances which could give rise to an organizational conflict of interest
(OCI), as defined in the FAA Acquisition Management System, "Organizational Conflicts of
Interest (3.1.7)", or that the City has disclosed all such relevant information.
B. The offeror or City agrees that if an actual or potential OCI is discovered after award, the City
must make a full disclosure in writing to the Contracting Officer. The disclosure must include a
mitigation plan describing actions the City has taken or proposes to take to avoid, mitigate, or
neutralize the actual or potential conflict. Changes in the City's relationships due to mergers,
12
Federal Aviation Administration
Antenna & Equipment Space Lease, 07/2022
OMB CONTROL NO. 2120-0595
consolidations or any unanticipated circumstances may create an unacceptable organizational
conflict of interest which may necessitate disclosure.
C. The FAA reserves the right to review and audit OCI mitigation plans as needed after award,
and to reject mitigation plans if the OCI, in the opinion of the Contracting Officer, cannot be
avoided, or mitigated.
D. The City or the Contracting Officer may terminate this contract for convenience in whole or
in part, if it deems such termination necessary to avoid an OCI.
E. The City further agrees to insert provisions which must conform substantially to the language
of this clause including this paragraph (d) in any subcontract or consultant agreement hereunder.
36. Payment by Electronic Funds Transfer (09/2021) 6.4.2 All payments by the Government under
this Contract will be made by electronic funds transfer (EFT). The Government will make payment
by EFT through the Automated Clearing House (ACH) network, subject to the rules of the National
Automated Clearing House Association. The rules governing federal payments through the ACH are
contained in 31 CFR Part 210. The Lessor is responsible for maintaining correct payment
information with the Government. If the Lessor's EFT information is incorrect or outdated, the
Government is not required to make payments to the Lessor until correct/current EFT information is
submitted to the Government for payment distribution.
37. Hazardous Substance Contamination (09/2021) 6.8.1 The FAA agrees to remediate, at its sole
cost, all hazardous substance contamination on the Premises that is found to have occurred as a
direct result of the installation, operation, relocation and/or maintenance of the FAA's facilities
covered by this contract. The City agrees to remediate or have remediated, with no cost to the FAA,
any and all other hazardous substance contamination found on the Premises at its sole cost.
38. Prohibition on Contracting for Certain Telecommunications and Video Surveillance Services
or Equipment (04/2022) 6.9.5
(a) Definitions. As used in this clause--
Backhaul means intermediate links between the core network, or backbone network, and the small
subnetworks at the edge of the network (e.g., connecting cell phones/towers to the core telephone
network). Backhaul can be wireless (e.g., microwave) or wired (e.g., fiber optic, coaxial cable,
Ethernet).
Covered foreign country means The People's Republic of China.
Covered telecommunications equipment or services means—
(1) Telecommunications equipment produced by Huawei Technologies Company or ZTE
Corporation (or any subsidiary or affiliate of such entities);
(2) For the purpose of public safety, security of Government facilities, physical security surveillance
of critical infrastructure, and other national security purposes, video surveillance and
telecommunications equipment produced by Hytera Communications Corporation, Hangzhou
Hikvision Digital Technology Company, or Dahua Technology Company (or any subsidiary or
13
Federal Aviation Administration
Antenna & Equipment Space Lease, 07/2022
OMB CONTROL NO. 2120-0595
affiliate of such entities);
(3) Telecommunications or video surveillance services provided by such entities or using such
equipment; or
(4) Telecommunications or video surveillance equipment or services produced or provided by an
entity that the Secretary of Defense, in consultation with the Director of National Intelligence or the
Director of the Federal Bureau of Investigation, reasonably believes to be an entity owned or
controlled by, or otherwise connected to, the government of a covered foreign country.
Critical technology means—
(1) Defense articles or defense services included on the United States Munitions List set forth in the
International Traffic in Arms Regulations under subchapter M of chapter I of title 22, Code of
Federal Regulations;
(2) Items included on the Commerce Control List set forth in Supplement No. 1 to part 774 of the
Export Administration Regulations under subchapter C of chapter VII of title 15, Code of Federal
Regulations, and controlled—
(i) Pursuant to multilateral regimes, including for reasons relating to national security, chemical and
biological weapons proliferation, nuclear nonproliferation, or missile technology; or
(ii) For reasons relating to regional stability or surreptitious listening.
(3) Specially designed and prepared nuclear equipment, parts and components, materials, software,
and technology covered by part 810 of title 10, Code of Federal Regulations (relating to assistance to
foreign atomic energy activities);
(4) Nuclear facilities, equipment, and material covered by part 110 of title 10, Code of Federal
Regulations (relating to export and import of nuclear equipment and material);
(5) Select agents and toxins covered by part 331 of title 7, Code of Federal Regulations, part 121 of
title 9 of such Code, or part 73 of title 42 of such Code; or
(6) Emerging and foundational technologies controlled pursuant to section 1758 of the Export
Control Reform Act of 2018 (50 U.S.C. 4817).
Interconnection arrangements means arrangements governing the physical connection of two or
more networks to allow the use of another's network to hand off traffic where it is ultimately
delivered (e.g., connection of a customer of telephone provider A to a customer of telephone
company B) or sharing data and other information resources.
Reasonable inquiry means an inquiry designed to uncover any information in the entity's possession
about the identity of the producer or provider of covered telecommunications equipment or services
used by the entity that excludes the need to include an internal or third -party audit.
Roaming means cellular communications services (e.g., voice, video, data) received from a visited
network when unable to connect to the facilities of the home network either because signal coverage
is too weak or because traffic is too high.
Substantial or essential component means any component necessary for the proper function or
performance of a piece of equipment, system, or service.
(b) Prohibition.
(1) Section 889(a)(1)(A) of the John S. McCain National Defense Authorization Act for Fiscal Year
2019 (Pub. L. 115-232) prohibits the head of an executive agency on or after August 13,
14
Federal Aviation Administration
Antenna & Equipment Space Lease, 07/2022
OMB CONTROL NO. 2120-0595
2019, from procuring or obtaining, or extending or renewing a contract to procure or obtain, any
equipment, system, or service that uses covered telecommunications equipment or services as a
substantial or essential component of any system, or as critical technology as part of any system. The
City is prohibited from providing to the Government any equipment, system, or service that uses
covered telecommunications equipment or services as a substantial or essential component of any
system, or as critical technology as part of any system, unless an exception at paragraph (c) of this
clause applies or the covered telecommunication equipment or services are covered by a waiver
described in AMS T3.6.4 A.17.e.
(2) Section 889(a)(1)(B) of the John S. McCain National Defense Authorization Act for Fiscal Year
2019 (Pub. L. 115-232) prohibits the head of an executive agency on or after August 13, 2020 from
entering into a contract, or extending or renewing a contract, with an entity that uses any equipment,
system, or service that uses covered telecommunications equipment or services as a substantial or
essential component of any system, or as critical technology as part of any system, unless an
exception at paragraph (c) of this clause applies or the covered telecommunication equipment or
services are covered by a waiver described in AMS T3.6.4A.17.e. This prohibition applies to an
entity that uses covered telecommunications equipment or services, including use not in support of
the Government.
(c) Exceptions. This clause does not prohibit City from providing—
(1) A service that connects to the facilities of a third -party, such as backhaul, roaming, or
interconnection arrangements; or
(2) Telecommunications equipment that cannot route or redirect user data traffic or permit visibility
into any user data or packets that such equipment transmits or otherwise handles.
(d) Reporting requirement.
(1) In the event the City identifies covered telecommunications equipment or services used as a
substantial or essential component of any system, or as critical technology as part of any system,
during contract performance, or the City is notified of such by a sub City at any tier or by any other
source, the City must report the information in paragraph (d)(2) of this clause to the Contracting
Officer, unless elsewhere in this contract are established procedures for reporting the information.
For indefinite delivery contracts, the City must report to the Contracting Officer for the indefinite
delivery contract and the Contracting Officer(s) for any affected order.
(2) The City must report the following information pursuant to paragraph (d)(1) of this clause:
(i) Within one business day from the date of such identification or notification: The contract number;
the order number(s), if applicable; supplier name; supplier unique entity identifier (if known);
supplier Commercial and Government Entity (CAGE) code (if known); brand; model number
(original equipment manufacturer number, manufacturer part number, or wholesaler number); item
description; and any readily available information about mitigation actions undertaken or
recommended.
(ii) Within 10 business days of submitting the information in paragraph (d)(2)(i) of this clause: Any
further available information about mitigation actions undertaken or recommended. In addition, the
15
Federal Aviation Administration
Antenna & Equipment Space Lease, 07/2022
OMB CONTROL NO. 2120-0595
City must describe the efforts it undertook to prevent use or submission of covered
telecommunications equipment or services, and any additional efforts that will be incorporated to
prevent future use or submission of covered telecommunications equipment or services.
(e) Subcontracts. The City must insert the substance of this clause, including this paragraph (e), in all
subcontracts and other contractual instruments, including subcontracts for the acquisition of
commercial items.
39. Covered Telecommunications Equipment or Services- Representations (09/2021) 6.9.5-1
(a) Definitions. As used in this provision, "covered telecommunications equipment or services" has
the meaning per the "Prohibition on Contracting for Certain Telecommunications and Video
Surveillance Services or Equipment" clause in this contract.
(b) Procedures. The offeror must review the list of excluded parties in the System for Award
Management (SAM) (https://www.sam.gov) for entities excluded from receiving federal awards for
covered telecommunications equipment or services.
(c) Representations.
1. The offeror represents that it does not provide covered telecommunications equipment or services
as part of its offered products or services to the Government in the performance of any contract,
subcontract, or other contractual instrument.
2. After conducting a reasonable inquiry for purposes of this representation, the offeror represents
that it does not use covered telecommunications equipment or services, or any equipment, system, or
service that uses telecommunications equipment or services.
40. Representation Regarding Certain Telecommunications and Video Surveillance Services or
Equipment (09/2021) 6.9.5-2
NOTE: The offeror must not complete the representation at paragraph (d)(1) in this provision if the
offeror has represented that it does not provide covered telecommunications equipment or services
as part of its offered products or services to the Government in the performance of any contract,
subcontract, or other contractual instrument in the provision "Covered Telecommunications
Equipment or Services — Representation" (c)(1). Additionally, The offeror must not complete the
representation at paragraph (d)(2) in this provision if the offeror has represented that it does not use
covered telecommunications equipment or services, or any equipment, system, or service that uses
telecommunications equipment or services in the provision "Covered Telecommunications
Equipment or Services — Representation" (c)(2).
PROVISION/CLAUSE:
(a) Definitions. As used in this provision--
Backhaul, covered telecommunications equipment or services, critical technology, interconnection
arrangements, reasonable inquiry, roaming, and substantial or essential component have the
meanings provided in the clause AMS clause 6.9.5, Prohibition on Contracting for Certain
Telecommunications and Video Surveillance Services or Equipment.
(b) Prohibitions.
(1) Section 889(a)(1)(A) of the John S. McCain National Defense Authorization Act for Fiscal Year
2019 (Pub. L. 115-232) prohibits the head of an executive agency on or after August 13, 2019, from
procuring or obtaining, or extending or renewing a contract to procure or obtain, any equipment,
16
Federal Aviation Administration
Antenna & Equipment Space Lease, 07/2022
OMB CONTROL NO. 2120-0595
system, or service that uses covered telecommunications equipment or services as a substantial or
essential component of any system, or as critical technology as part of any system.
Nothing in this prohibition will be construed to—
(i) Prohibit the head of the agency from procuring with an entity to provide a service that connects to
the facilities of a third -party, such as backhaul, roaming, or interconnection arrangements; or
(ii) Cover telecommunications equipment that cannot route or redirect user data traffic or cannot
permit visibility into any user data or packets that such equipment transmits or otherwise handles.
(2) Section 889(a)(1)(B) of the John S. McCain National Defense Authorization Act for Fiscal Year
2019 (Pub. L. 115-232) prohibits the head of an executive agency on or after August 13, 2020 from
entering into a contract or renewing a contract with an entity that uses any equipment, system, or
service that uses covered telecommunications equipment or services as a substantial or essential part
of any system or as critical technology as part of any system. This prohibition applies to any entity
that uses covered telecommunications equipment or services, including uses not in support of the
Government.
Nothing in this prohibition will be construed to-
(i) Prohibit the head of the agency from procuring with an entity to provide a service that connects to
the facilities of a third -party, such as backhaul, roaming, or interconnection arrangements; or
(ii) Cover telecommunications equipment that cannot route or redirect user data traffic or cannot
permit visibility into any user data or packets that such equipment transmits or otherwise handles.
(c) Procedures: The offeror must review the list of excluded parties in the System for Award
Management (SAM) (https://www.sam.gov) for entities excluded from Federal awards for covered
telecommunications equipment or services.
(d) Representations.
(1) The Offeror represents that it will not provide covered telecommunications equipment or services
to the Government in the performance of any contract, subcontract or other contractual instrument
resulting from this solicitation.
(2) After conducting a reasonable inquiry for purposes of this representation, the Offeror represents
that does not USE covered telecommunications equipment or services, or use any equipment,
system, or service that uses covered telecommunications equipment or services. The Offeror must
provide the additional disclosure information required at paragraph (e) if the Offeror indicates
"does".
(e) Disclosures. Disclosure for the representation in paragraph (d) (1) of this provision -
If the Offeror has responded "will" in the representation in paragraph (d) (1) of this provision, the
Offeror must provide the following information as part of the offer—
(1) For covered equipment
(i) The entity that produced the covered telecommunications equipment (include entity name, unique
entity identifier, CAGE code, and whether the entity was the original equipment manufacturer
(OEM) or a distributor, if known;
17
Federal Aviation Administration
Antenna & Equipment Space Lease, 07/2022
OMB CONTROL NO. 2120-0595
(ii) A description of all covered telecommunications equipment offered (include brand; model
number, such as OEM number, manufacturer part number, or wholesaler number; and item
description, as applicable); and
(iii) Explanation of the proposed use of covered telecommunications equipment and any factors
relevant to deteiiuining if such use would be permissible under the prohibition in paragraph (b) (1)
of this provision;
(2) For covered services-
(i) If the service is related to item maintenance, a description of all covered telecommunications
services offered (include on the item being maintained: brand, model number, such as OEM number,
manufacturer part number, or wholesaler number; and item description, as applicable; or
(ii) If not associated with maintenance, the Product Service Code (PSC) of the service being
provided; and explanation of the proposed uses of covered telecommunications services and any
factors relevant to determining if such use would be permissible under the prohibition in paragraph
(b)(1) of this provision.
Disclosure for representation in paragraph (d) (2) of this provision. If the Offeror has responded
"does" to paragraph (d)(2) of this provision, the offeror must provide the following information as
part of the offer—
(3) For covered equipment
(i)The entity that produced the covered telecommunications equipment (include entity name, unique
entity identifier, CAGE code, and whether the entity was the OEM or a distributor, if known;
(ii) A description of all covered telecommunications equipment offered (include brand; model
number, such as original equipment manufacturer (OEM) number, manufacturer part number, or
wholesaler number; and item description, as applicable); and
(iii) Explanation of the proposed use of covered telecommunications equipment and services and any
factors relevant to determining if such use would be permissible under the prohibition in paragraph
(b) (2) of this provision.
(4) For covered services-
(i) If the service is related to item maintenance, a description of all covered telecommunications
services offered (include on the item being maintained: brand, model number, such as OEM number,
manufacturer part number, or wholesaler number; and item description, as applicable); or
(ii) If not associated with maintenance, the Product Service Code (PSC) of the service being
provided; and explanation of the proposed uses of covered telecommunications services and any
factors relevant to determining if such use would be permissible under the prohibition in paragraph
(b)(2) of this provision.
41. Notices (09/2021) 6.10.1 All notices/correspondence must be in writing, reference the Contract
number, and be addressed as follows:
TO THE CITY:
City of Miami
Department of Real Estate & Asset Mgmt.
444 SW 2nd Avenue, Third Floor
Miami, Florida 33130
Federal Aviation Administration
Antenna & Equipment Space Lease, 07/2022
OMB CONTROL NO. 2120-0595
COPY TO:
City of Miami
Office of the City Attorney
444 SW 2nd Avenue. Ninth Floor
Miami, Florida 33130
18
TO THE GOVERNMENT:
Federal Aviation
Administration
Real Estate Branch, AAQ-910
1701 Columbia Avenue
College Park, Georgia 30337
42. Counter parts and Electronic Signatures (11/2022) This Contract may be executed in any number
of counterparts, each of which so executed shall be deemed to be an original, and such counterparts
shall together constitute but one and the same Contract. The parties shall be entitled to sign and
transmit an electronic signature of this Contract (whether by facsimile, PDF or other email
transmission), which signature shall be binding on the party whose name is contained therein.
43. Signature Block (09/2021) 6.10.3 This Contract shall become binding when it is fully executed by
both parties.
In witness whereof, the parties hereto have subscribed their names as of the date show o'iocuSigned by:
_'�YTY IIF�'ryi
CITY OF MIAMI, a Municipal Corporation of the State of Florida
,-DocuSigned by:
DocuSigned by:
By:
Qv Noviu�a
"-850CF6C372DD42A_.
Print Name: Arthur Noriega V
Title: City Manager
Date February 26, 2024 I 14:54:13 EST
By: E4BD7500DCF1459...
Print Name: Todd B. Hannon
Title: City Clerk
Date:February 26, 2024 I 15:50:05 EST
APPROVED AS TO FORM AND CORRECTNESS: APPROVED AS TO INSURANCE
REQUIREMENTS:
By:
DocuSigned by:
P-x.dcrtur-
F-EFOOAF6FE0157...
Print Name: Victoria Mendez
Title: City Attorney DS
Matter No. 20-925 — JMBrib
UNITED STATES OF AMERICA
DEPARTMENT OF TRANSPORTATION
FEDERAL AVIATION ADMINISTRATION
DocuSigned by:
pi
By: b
uozAAt .2456...
Print Name: Rickey Bailey
Title: Real Estate Contracting Officer
Date: February 20, 2024 I D9:40:16 EST
Federal Aviation Administration
Antenna & Equipment Space Lease, 07/2022
OMB CONTROL NO. 2120-0595
DocuSigned by:
By: , Fro& Gewv-)
C6310214E7...
Print Name: Arm -Marie Sharpe
Title: Risk Management Director
19
EXHIBITS:
Number
Title
Date
Number
of Pages
Exhibit
A
City of Miami Resolutions
03/23/23
07/13/2023
4
Exhibit
B
Survey
12/04/2019
3
Exhibit
C
USA Department of Transportation
Federal Aviation Certificate of
Appointment
04/04/2022
1
20
Federal Aviation Administration
Antenna & Equipment Space Lease, 07/2022
OMB CONTROL NO. 2120-0595
EXHIBIT A
City of Miami Resolutions
[see following page.]
Federal Aviation Administration
Antenna & Equipment Space Lease, 07/2022
OMB CONTROL NO. 2120-0595
City of Miami
Legislation
Resolution
Enactment Number: R-23-0146
City Hall
3500 Pan American Drive
Miami, FL 33133
www.miamigov.com
File Number: 13550
Final Action Date:3/23/2023
A RESOLUTION OF THE MIAMI CITY COMMISSION, WITH ATTACHMENT(S),
PURSUANT TO THE SECTION 29-B(C) OF CHARTER OF CITY OF MIAMI, FLORIDA,
AS AMENDED, CONVEYING PROPERTY TO IMPLEMENT PROJECTS OF ANY
GOVERNMENTAL AGENCY OR INSTRUMENTALITY; AUTHORIZING THE CITY
MANAGER TO EXECUTE AND NEGOTIATE A LEASE AGREEMENT("LEASE")
BETWEEN CITY OF MIAMI ("CITY") AND THE UNITED STATES OF AMERICA
DEPARTMENT OF TRANSPORTATION, FEDERAL AVIATION ADMINISTRATION
("LESSEE"), FOR THE CONTINUED USE OF A VACANT PARCEL OF LAND
MEASURING APPROXIMATELY 300 FEET BY 200 FEET, LOCATED ON A PORTION
OF VIRGINIA KEY, DIAGONALLY ACROSS THE NORTHWEST CORNER OF THE
MIAMI-DADE WATER AND SEWER AUTHORITY TREATMENT PLANT, FOR USE OF
AN AIR ROUTE NAVIGATIONAL FACILITY ON A PORTION OF VIRGINIA KEY, FOR
A TERM OF TWENTY (20) YEARS, WITH TERMS AND CONDITIONS AS MORE
SPECIFICALLY SET FORTH IN SAID LEASE, IN A FORM ACCEPTABLE TO THE
CITY ATTORNEY; FURTHER AUTHORIZING THE CITY MANAGER TO NEGOTIATE
AND EXECUTE ALL NECESSARY DOCUMENTS, INCLUDING AMENDMENTS AND
MODIFICATIONS TO SAID AGREEMENT, IN A FORM ACCEPTABLE TO THE CITY
ATTORNEY.
WHEREAS, the City of Miami ("City") is the owner of the property located at 3691
Rickenbacker Causeway ("Property") known as the Virginia Key Beach; and
WHEREAS, the City and the United States of America Department of Transportation,
Federal Aviation Administration ("Lessee") entered into a Lease Agreement ("Previous Lease")
dated October 1, 2008, for a term of ten (10) years with renewal rights; and
WHEREAS, Lessee has continued to occupy a portion of the Property and is presently
operating a Very High Frequency Omni -Directional Radio Range with Tactical Air Command
(VORTAC) device therein; and
WHEREAS, eighty percent (80%) of all aircraft traveling to Miami utilized air routes
generated by the VORTAC which are essential air routes to the South Florida/Miami area;
and
WHEREAS, the terms and conditions of a Lease, for a period of time not to exceed
twenty (20) years ("Lease Period"), have been negotiated at a base rent consisting of the fair
market rent; and
WHEREAS, the City and Lessee desire and intend to enter into a new Lease Agreement
("Lease"), authorizing the Lessee's continued use of a portion of the Property for annual base
rent of $36,602.40 (Base Rent); and
WHEREAS, this Lease shall be granted to implement a project of a governmental
agency or instrumentality in accordance with Section 29-B(c) of the Charter of the City of Miami,
Florida, as amended ("City Charter");
NOW, THEREFORE, BE IT RESOLVED BY THE COMMISSION OF THE CITY OF
MIAMI, FLORIDA:
Section 1. The recitals and findings contained in the Preamble to this Resolution are
adopted by reference and incorporated herein as if fully set forth in this Section.
Section 2. Pursuant to Section 29-B(c) of the City Charter, the City Manager is hereby
authorized' to execute the Lease, with the United States of America Department of
Transportation, Federal Aviation Administration ("Lessee"), for the use of a portion of the City -
owned Property"), also known as Virginia Key Beach, for a period of twenty (20) years ("Lease
Period"), with terms and conditions more particularly set forth in the Lease, in a form acceptable
to the City Attorney.
Section 3. The City Manager is further authorized' to negotiate and execute all
necessary documents, including amendments and modifications to said Lease, in a form
acceptable to the City Attorney.
Section 4. This Resolution shall become effective immediately upon its adoption and
signature of the Mayor.2
APPROVED AS TO FORM AND CORRECTNESS:
1 The herein authorization is further subject to compliance with all legal requirements that may be
imposed, including but not limited to those prescribed by applicable City Charter and City Code
provisions.
2 If the Mayor does not sign this Resolution, it shall become effective at the end of ten (10) calendar days
from the date it was passed and adopted. If the Mayor vetoes this Resolution, it shall become effective
immediately upon override of the veto by the City Commission.
OF 4
44,
-
* INCH!
I I.l1
fir
J Q 8
City of Miami
Legislation
Resolution
Enactment Number: R-23-0302
City Hall
3500 Pan American Drive
Miami, FL 33133
www.miamigov.com
File Number: 14137 Final Action Date:7/13/2023
A RESOLUTION OF THE MIAMI CITY COMMISSION, WITH ATTACHMENT(S),
AUTHORIZING THE CITY MANAGER, PURSUANT TO CITY CHARTER SECTION 29-
B(C), TO EXECUTE A GRANT OF EASEMENT, IN A FORM ACCEPTABLE TO THE
CITY ATTORNEY, BETWEEN THE CITY OF MIAMI ("CITY") AND THE UNITED
STATES OF AMERICA, ACTING BY AND THROUGH THE FEDERAL AVIATION
ADMINISTRATION ("FAA"), FOR AN ACCESS EASEMENT OF APPROXIMATELY
68,400 SQ. FT. OF SPACE OVER, UPON, THROUGH AND ACROSS A PORTION OF
CITY -OWNED PROPERTY, IDENTIFIED AS PARCEL 2; FURTHER AUTHORIZING
THE CITY MANAGER TO EXECUTE A RESTRICTIVE AERIAL EASEMENT,
IDENTIFIED AS PARCEL 3, IN, ON, OVER, AND ACROSS A PORTION OF CITY
OWNED PARCEL, WITH THE RIGHT TO PROHIBIT ALL OBSTRUCTIONS ABOVE
GROUND SURFACE AND OTHER OBSTACLES, TOGETHER WITH THE RIGHT TO
TRIM, CUT, FELL, AND REMOVE TREES, UNDERBRUSH, OBSTRUCTIONS AND
OTHER VEGETATION, STRUCTURES, OR OBSTACLES, ON A PORTION OF CITY -
OWNED PROPERTY, AS MORE PARTICULARLY DESCRIBED IN EXHIBIT "A"
(COLLECTIVELY, "EASEMENTS"), ATTACHED AND INCORPORATED;
CONTAINING A REVERTER PROVISION PROVIDING THAT IF EITHER EASEMENT
SHALL BE ABANDONED OR DISCONTINUED, THE EASEMENT SHALL CEASE AND
REVERT BACK TO THE CITY, FURTHER AUTHORIZING THE CITY MANAGER TO
NEGOTIATE AND EXECUTE ALL NECESSARY DOCUMENTS, INCLUDING
AMENDMENTS AND MODIFICATIONS TO SAID EASEMENT, IN A FORM
ACCEPTABLE TO THE CITY ATTORNEY, AS MAY BE NECESSARY.
WHEREAS, the City of Miami ("City") is the owner of the property located at 3691
Rickenbacker Causeway ("Property") known as the Virginia Key Beach; and
WHEREAS, pursuant to Resolution R-23-0146, adopted on March 3, 2023, the City
Manager was authorized to execute and negotiate a Lease Agreement between the City and the
United States of America, acting by and through the Federal Aviation Administration ("FAA") to
operate a Very High Frequency Omni -Directional Radio Range with Tactical Air Command
("VORTAC") device; and
WHEREAS, the United States Of America, acting by and through the Federal Aviation
Administration ("FAA") has also requested that the City grant an access easement and a
restrictive aerial easement; and
WHEREAS, City Charter Section 29-B(c) allows the City to grant such easement to
implement projects of any governmental agency or instrumentality; and
WHEREAS, the City desires to execute a grant of easement to FAA for an access
easement over, upon, through and across a portion of approximately 68,400 square feet of
space on city owned Property("Access Easement"), identified as Parcel 2, and a restrictive
airspace easement extending 1000 feet on City -owned property ("Restrictive Aerial Easement"),
identified as Parcel 3, (combined, "Easements") in, on, over, and across with the right to prohibit
all obstructions above ground surface and other obstacles, together with the right to trim, cut,
fell, and remove trees, underbrush, obstructions and other vegetation, structures, or obstacles,
on a portion of the Property, as more particularly described in Exhibit "A," attached and
incorporated, containing a reverter provision providing that if either Easement shall be
abandoned or discontinued, the Easements shall cease and revert back to the city; and
WHEREAS, the City Commission finds it in the best interest of the City to authorize the
City Manager to negotiate and execute this Easements, and any other necessary documents,
including amendments, modifications, all in forms acceptable to the City Attorney, in order to
effectuate said Easements;
NOW, THEREFORE, BE IT RESOLVED BY THE COMMISSION OF THE CITY OF
MIAMI, FLORIDA:
Section 1. The recitals and findings contained in the Preamble to this Resolution are
adopted by reference and incorporated as fully set forth in this Section.
Section 2. The City Manager is authorized' to negotiate and execute the Easements, in
a form acceptable to the City Attorney, pursuant to City Charter Section 29-B(c), between the
City and FAA for an access easement over, upon, through and across a portion of the Property,
identified as Parcel 2, and a restrictive airspace easement, identified as Parcel 3, in, on, over,
and across with the right to prohibit all obstructions above ground surface and other obstacles,
together with the right to trim, cut, fell, and remove trees, underbrush, obstructions and other
vegetation, structures, or obstacles, on a portion of the Property, as more particularly described
in Exhibit "A," attached and incorporated, containing a reverter provision providing that if either
easement shall be abandoned or discontinued, the Easements shall cease and revert back to
the city.
Section 3. This Resolution shall become effective immediately upon adoption and
signature of the Mayor.2
APPROVED AS TO FORM AND CORRECTNESS:
1 The herein authorization is further subject to compliance with all legal requirements that may be
imposed, including but not limited to those prescribed by applicable City Charter and City Code
provisions.
2 If the Mayor does not sign this Resolution, it shall become effective at the end of ten calendar days from
the date it was passed and adopted. If the Mayor vetoes this Resolution, it shall become effective
immediately upon override of the veto by the City Commission.
EXHIBIT B
Survey
[see following page.]
Federal Aviation Administration
Antenna & Equipment Space Lease, 07/2022
OMB CONTROL NO. 2120-0595
22
VKZ -VOR:
7011011UDE,
ua
PROPERTY OWNERS:
1
141,314,ADE PJATER SEWER AUTHOR, ADDRESS:
LEGAL DESCRIPTION:
1 AT RAGE :13.7 as TEE RAN,
- NOR ACCESS
,CENTFR OF 3/31, CLIRBF, 5/1„ PAN, POI, 15 =TED AT TI-F CFIFFR 0: 71, 01,11A KFY I/OF ANTFAII, THRICE
FOR A 0157A,E OF INS, FEET , THE POINT OF BEGIN11111,
,P0 BOOK 511 AT
AT TEE CRITER OF ,E KEE NOR 411,11A, =DIE ,LITHDESTE37" kW, THE OF SAID :1133E TO THE
PORT OF RA-111311,,
SPECIFIC PURPOSE SURVEY
VKZ - VOR
MIAMI-CADE WATER,
SEINER AUTHORITY
VIRGINIA KEY
z
0
LOCATION SKETCH:
NOT TD SCALE
n31AMl-0AOE COUNT,, FLORIDA
ABBREVIATIONS:
LINES TYPE:
SURVEYOR'S REPORT:
LEGEND:
F.u,Tree
0
a
{} PI, TR.EF
.d. Ssuon C011uE1.
CARLOS E. ALOLSO PSM #6669
SEAL 0,3 FLORIDA LICENSED SURNECOR AND LY,PRER.
SPECIFIC PURPOSE SURVEY
NIANUEL G. VERA & ASSOCIATES. INC.
SHEET 1 OF3
P.O.C.
SW CORNER, SW 1/4 OF
SEC. 9, TWP 54 5., RGE 42 E.
7
CITY OF MIAMI
ORB 3724 - PG 318
484 ACRES
APPROXIMATE
EDGE OF WATER
I /
/ 1.000' RESTRICTIVE AIRSPACE
OWNER' CITY GE 011711I (PARCEL 3)
58.082 F/-ACRES
9
6 \
SPECIFIC PURPOSE SURVEY
1550
R=1000.000
L=4993.39
A=286.06'01.
TOWNSHIP 54 S., RANGE 42 E. \\
\
\
CENTER OF \
VIRGINIA KEY \
VOR ANTENNA \
1
1
P.O.B. 1
(PARCEL 41°42'32"
1
FOUND
IRON PIPE,PE, 1
NO ID
SOUTH LINE OF PARCEL 1
S 84 E POUIOL I N89°33'58"E ICI 2,280.00'
OUT (PARCEL 3) 0.E17 ACRES VKZ - VOR
S 89°33'58' W (C) 814,92'
N 89°35'46" E (0) ! N89°35'46"E (D) 589°33'58.W (C) 2,200.00'
FOUND 1/2"
NORTH LINE OF PARCEL 2 / MIAMI-DADE WATER & SEWER AUTHORITY IRON PIPE, NO ID
ORB 9001 - PG 1437. AREA: 8.08 ACRES 0.3' EAST
SW 1/4 OF SECTION 9,
EDGE OF WATER AT TIME
OF SURVEY ITIDAII
DATE: OCTOBER 29, 2019�
TIME: 9'.00 PM
N 89.33'58" E
/ *_ 300.00'
I-1 lo°
I °opPARCEI1 Igo
pryr,IT 1 VEZ - VOR EI
n (F/ID 1RES
1 _
i z � 1.3AN7]
300.00'
S 89.33'58" W
N00°126'02"W 30.00' B.O.B.
(PARCEL 3)
SOUTH LINE OF SW 1/4 OF SEC. 9 589°33'58"W 80.00'
N 89"35'46" E ;DI N 89°33'58" E ICI I 1250.00' (007/
\\
SECTION 16
TOWNSHIP 54 5 \\
RANGE 42 E
P.O.B.
(PARCEL 1 & 2)
FOUND 1/2"
IRON PIPE, NO ID
CITY OF MIAMI
ORB 2493 - PG 375
CITY OF MIAMI
ORB 2493 - PG 375
AREA: 85.33 ACRES
u'o
SECTION 9
TOWNSHIP 54 S
RANGE 42 E
NORTH LINE OF NW 1/4 OF SEC. 16 /
N 00°24'14" E (D) /
5 00.26'02" E (C) /
160.00' (DMA)
R=1000.000
1.00RESTRICTIVE A.IRSFACE , L= 73°53.9'
0'
OWNER': IMAM]-DADE WATER 5 SEWER A=3 °53'S9'
AUTHORITY
L 4
CFFS
12.04
/
/
I �
CITY OF MIAMI
ORB 3724 - PG 318
MIAMI-DADE WATER & SEWER AUTHORITY
ORB 9001 - PG 1439
AREA: 52.52 ACRES
MIAMI-DADE WATER & SEWER AUTHORITY
ORB 9001 - PG 1426
AREA: 61.82 ACRES
SPECIFIC PURPOSE SURVEY
NIANUEL G. VERA & ASSOCIATES. INC.
Env
aX
100
m0
D
SHEET 2 OF 3
0
Hip IL Pavcmen,
2 F 8 '33'5 5933'S 8"W
V
Crass
cr
ireeeceit
SPECIFIC PURPOSE SURVEY
Ber
PARCEL 4:
PARCEL 3:
- ;Haan _._._. —z
•
N 89.33'58' E 3013.00' CY 73
RYIVo l c
r�ISLln9 —.
VKZ - VOR SITE.
OWNER: CITY OF I/IIAMI
0 (PARCEL 11
1.377 ACRES
S 89°33'58
N89033'58'E (C) 2,280.00' Grass
Costa 9
L.B.Q. Baal ai n9
voa icc
[eseir=ent
ump
Asphalt I avement
VKZ - VOR ACCESS (PARCEL 4 1.570 ACRES
N89°35'46'E (D) 589°33'58"W (C) 2,200.00) Chain Link Fcncc
CITY OF MIA141
ORB 3]24 - PG 313
VKZ - VOR ACCESS (PARCEL 2, 1.570 ACRES
Cta xs Unk Fence
MIAMI-DADE WATER & SEVIER A. UTMORITI
ORB 9001 - PG 1437
N8993'510E (C) 2,280.00)
g rar , Asphalt Pavcmcnt
N89°35'46'E ID) 589°33)58'W (C) 2,200.00)
E.E
�IIMo
HOTE: FOR LEGEVS/ SEE SHEET 01,S III OF ENS,:
SPECIFIC PURPOSE SURVEY
} ❑
W �[
< O
▪ Z
K
>
' < 0
W
w o
a
0 ▪ Q
a -
NIANUEL G. VERA & ASSOCIATES. INC.
EOv
a0
Nm
m0
D
SHEET 3 OF
EXHIBIT C
USA Department of Transportation Federal Aviation Signing Authority
[see following page.]
Federal Aviation Administration
Antenna & Equipment Space Lease, 07/2022
OMB CONTROL NO. 2120-0595
Certificate of Appointment
Pursuant to the authority of the undersigned and in accordance with Section 3.1.4 of
the FAA Acquisition Management System
Rickey Bailey
is appointed
Real Estate Contracting Officer
for the
United States of America
Subject to the limitations contained in the Acquisition Management System and any further limitations set forth below:
LIMITED AUTHORITY is granted to execute and administer real estate contractual documents
including cooperative agreements and other real property transactions with a $1,000,000.00 limit.
Unless sooner terminated, this appointment is Office of Acquisition and Business
effective as long as the appointee is assigned to:
Warrant Number: AAQ-015-R
Date: April 04, 2022
(Organization)
DOT, Federal Aviation Administration
(Agency)
Katrina Hall, Director of Acquisition
and Business Services
FAA Acquisition Executive, acting
Federal Aviation
Administration
HQ101166
CITY OF MIAMI
DOCUMENT ROUTING FORM
ORIGINATING DEPARTMENT: Department Real Estate and Asset Management (DREAM)
DEPT. CONTACT PERSON: Sandy Lila EXT. 1461
NAME OF OTHER CONTRACTUAL PARTY/ENTITY: United States of America, acting by and
through the Federal Aviation Administration ("FAA")
IS THIS AGREEMENT A RESULT OF A COMPETITIVE PROCUREMENT PROCESS? ❑ YES ® NO
TOTAL CONTRACT AMOUNT: $36.602.40 FUNDING INVOLVED? ❑ YES ® NO
TYPE OF AGREEMENT:
❑ MANAGEMENT AGREEMENT
❑ PROFESSIONAL SERVICES AGREEMENT
❑ GRANT AGREEMENT
❑ EXPERT CONSULTANT AGREEMENT
❑ LICENSE AGREEMENT
❑ PUBLIC WORKS AGREEMENT
❑ MAINTENANCE AGREEMENT
❑ INTER -LOCAL AGREEMENT
LEASE AGREEMENT
❑ PURCHASE OR SALE AGREEMENT
OTHER- (PLEASE SPECIFY):
PURPOSE OF ITEM (BRIEF SUMMARY): New Lease Agreement authorizing the FAA's continued use of a
portion of 3691 Rickenbacker Causeway known as the Virginia Key Beach for annual base rent of $36,602.40.
03/23/23 13550 R-23-0146
COMMISSION APPROVAL DATE: 07/13/23 FILE ID: 14137 ENACTMENT NO.: R-23-0302
IF THIS DOES NOT REQUIRE COMMISSION APPROVAL, PLEASE EXPLAIN:
ROUTING INFORMATION
Date
PLEASE PRINT AND SIGN
APPROVAL BY DEPARTMENTAL DIRECTOR
February 20,
2024 I
09:50:32
EST
PRINT: AndrewcFx8V'cusigned
SIGNATURE:
by:
AA Fey
OABO76E0cF�€469...
SUBMITTED TO RISK M ".„ EMENT
February 20,
2024 I
10:07:23
EST
PRINT: Ann-MarieShaD
SIGNATURE:
ndby:
Fro& tbwttA)
Assigned ACA: James Brak• February 20,
2024 I
2024 I
18:16: 58
19:26:15
EST
EST
PRINT: Victoria
SIGNATURE:
31
M`►dz
uoc� i�ned by: I
//, 4 - 'R"Z
Q
SUBMITTED TO CITY ATTORNEY
Matter ID#: 20-925 February 20,
APPROVAL BY ASSISTANT CITY MANAGER
February 22,
2024 1
_1:58:47
EST
PRINT: Larry
SIGNATURE:
aF6FE04
Swum
icusied by:
(, rn1 SpVtt
RECEIVED BY CITY MANAGER
February 26,
2024 1
_4: 54:13
EST
PRINT: Arthur
SIGNATURE:
N riega zESaoa_.
—DocuSigned by:
aV Will,
ATTESTED BY THE CITY CLERK
February 26,
2024 1
15:50:05
EST
PRINT: Todd B
SIGNATURE:
Hannon "
DocuSigned by:
PLEASE ATTACH THIS ROUTING FORM TO ALL DOCUMENTS THAT REQUIREyJ
EXECUTION BY THE CITY MANAGER
Olivera, Rosemary
From: Lila, Sandy
Sent: Friday, March 1, 2024 9:07 AM
To: Lee, Denise; Olivera, Rosemary; Ewan, Nicole; Hannon, Todd
Cc: Brako, James; Garcia, Aida; Palacios, Jacqueline; Frey, Andrew; Blue, Sabrina; Pivovarov,
David; Bustamante, Aldo
Subject: Matter No. 22-925 - The United States of America Department of Transportation
Federal Aviation Administration Lease Agreement
Attachments: Complete_with-DocuSign_USA FAA VORTAC Agreement.pdf
Good morning,
Please find attached a fully executed copy of an agreement from DocuSign that is to be considered an original
agreement for your records.
Kind regards,
Sandy Lila
Lease Manager
Department of Real Estate and Asset Management "DREAM"
444 SW 2 Avenue, 3rd Floor
Miami, Florida 33130
slila@miamigov.com
0: (305)416-1461
1