Resolution 93-21003 s
RESOLUTION NO. 93-21003
A RESOLUTION OF THE MAYOR AND CITY COMMISSION
OF THE CITY OF MIAMI BEACH, FLORIDA,
AUTHORIZING THE MAYOR AND CITY CLERK TO
EXECUTE A CONSTRUCTION AGREEMENT AND A JOINT
USE AGREEMENT, RESPECTIVELY, WITH THE SCHOOL
BOARD OF DADE COUNTY, FLORIDA, FOR THE
CONSTRUCTION, JOINT USE AND COORDINATION OF
RECREATIONAL AND OTHER FACILITIES TO BE
LOCATED ON THE PROPERTY COMMONLY KNOWN AS THE
' NAUTILUS MIDDLE SCHOOL', PROPERTY.
WHEREAS, on October -21, 1992, the Mayor and City Commission
approved Resolution No. 92-20635, authorizing the execution of an
Exchange Agreement between the City and the School Board of Dade
County, Florida (the School Board) , for the exchange of the City-
owned property located at 805 42nd Street Miami Beach, Florida, and
commonly known as "Polo Park", for the School Board-owned property
located at 4301 N. Michigan Avenue, Miami Beach, Florida, and
commonly known as the "Nautilus Middle School", said Agreement
attached and incorporated herein as Exhibit "A" ; and
WHEREAS, pursuant to the terms of the Exchange Agreement, the
City agreed to the exchange of the Polo Park property for the
Nautilus Middle School property provided the School Board construct
certain recreational improvements on the existing Nautilus Middle
School Property in accordance with plans and specifications
approved by the City; and
WHEREAS, the City and the School Board now wish to enter into
a Construction Agreement to accomplish the purposes set forth
above; said Agreement attached and incorporated herein as Exhibit
"B" ; and
WHEREAS, the parties further wish to enter into a Joint Use
Agreement, attached and incorporated herein as Exhibit "C",
providing for the joint use and coordinated action of the proposed
recreational facilities, activities, and programs in a manner that
will mutually benefit the City and the Dade County Public School
System.
NOW, THEREFORE, BE IT DULY RESOLVED BY THE MAYOR AND CITY
COMMISSION OF THE .CITY OF MIAMI BEACH, FLORIDA that the Mayor and
City Clerk are herein authorized to execute, respectively, the
attached Construction Agreement and Joint Use Agreement with the
School Board of Dade County, Florida, for the construction, joint
use and coordination of recreational and other facilities to be
located on the property commonly known as the "Nautilus Middle
School" property.
PASSED and ADOPTED this 15th d of Decembe , 1993.
MAYOR t'
ATTEST:
-FORM APPROVED
CITY CLERK LEGAL DEPT.
By i
Date LZ-.10- S3
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CITY : OF MIAMI BEACH
CITY HALL 1700 CONVENTION CENTER DRIVE MIAMI BEACH FLORIDA 33139
OFFICE OF THE CITY MANAGER i • TELEPHONE: (305) 673-7010
FAX: (305) 673-7782
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COMMISSION MEMORANDUM NO. -7Q 1_93
TO: Mayor Seymour Gelber and DATE: December 15 , 1993
Members of the City Commission
FROM: Roger M. Carlton
City Manager
. SUBJECT: •
AGREEMENT WITH THE DADE COUNTY SCHOOL BOARD FOR
CONSTRUCTION AND JOINT USE .ON THE NAUTILUS MIDDLE SCHOOL
ROPERTY AND POLO PARK PROPERTY
ADMINISTRATION RECOMMENDATION:
The Administration recommends that the City Commission adopt the
attached resolution and authorize the Mayor and City Clerk to
execute the attached Construction and Joint Use Agreement with the
School Board of Dade County.
BACKGROUND:
The City of Miami Beach (City) currently owns the property located
at 805 42nd Street .commonly known as Polo Park .and the Dade County
School Board (School Board) owns the property located at 4301 North
Michigan Avenue commonly known as ..the Nautilus Middle School .
The School Board has budgeted funds and wishes to construct a new
Nautilus Middle School . on .the existing Polo Park property.
Furthermore, the School Board would like to continue to operate the
existing middle school during the construction of the new school
and requested that the City exchange the • existing Polo Park
property for the existing Nautilus Middle School property.
On April 21, 1992, the City' s Planning Board approved amendments to
the comprehensive plan along with a change in zoning that would
allow for a school-use on the Polo Park property. These changes
were subsequently approved on October 8, 1992, by the City
Commission via Ordinance 92-2814 . Additionally, the School Board,
at its meeting of October 14, 1992 and the City Commission at its
• meeting of October 21, 1992, approved the Exchange Agreement for
the subject properties.
ANALYSIS:
In order to fulfill its goal of constructing a new school and
continue to have the existing school in session, during the
construction period, it is necessary for the .School Board and the
City to exchange the Polo Park property for the Nautilus Middle
School property.
The terms of the 'approved Exchange Agreement require the School
Board to construct a new middle school on the site of the existing 26.
Polo Park property' while continuing to operate the existing middle
school .
AGENDA R
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Page 2 Commission Memorandum December 15, 1993
Once construction of the new school is completed the existing
middle school will be demolished. The School Board will also be
bOund to construct recreational improvements on the • old middle
school site in accordance with plans and specifications that have
been approved by the City.
The Construction Agreement requires that the School Board construct
at its sole -cost and expense, including demolition, the
recreational and other facilities to be located on. the existing
Nautilus School property and a new Nautilus Middle- School • on the
existing Polo Park property. ' During the construction phase, the
School Board has full control and use of the existing school .
property, except that the City' has the use of the recreational •
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facilities during non-school hours. • During construction, the
School Board agrees to maintain both the existing school proprty
and Polo Park in a safe, secure and usable condition. 0 •
Upon completion of construction, the Joint Use Agreement takes
effect, and specifies an initial lease period of forty (40) years
with an option for one (1) additional term of, twenty (20) years .
Additionally, the Joint Use Agreement requires that the former
school property will be utilized as a playground, athletic and
recreation area under the control and use of the School Board
during regular .school hours on regular school days . Use of this
property during summer school and after-school will be coordinated .
between the administrators of• the school and the City' s parks
department . However, this agreement states that during school
hours the City, as well as the' general public, will have access to
• the tot lot, racquetball and tennis courts .
As required by the Exchange Agreement, the. attached Construction
Agreement and Joint .Use Agreement must be executed. The School
Board approved these agreements and awarded the bid for
construction of the school on December 8, 1993 . It is anticipated
. that a groundbreaking will occur -in January 1994 .
CONCLUSION: 0 •
By adopting the attached 'resolution and authorizing the execution
of 'the attached Construction and Joint Use Agreements with the Dade
County School Board, the City of Miami Beach will be supporting the
School Board in their effort to build a new middle school, without
disrupting the session of the existing' middle school, and at the
same time providing for the construction of new recreational
improvements on the site of the old middle school property.
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CONSTRUCTION AGREEMENT
THIS CONSTRUCTION AGREEMENT, made and entered into this Z,
day of fir/11,-/XK , 199l , by and between THE CITY OF MIAMI
BEACH, a municipal corporation of the State of Florida,
(hereinafter called the "CITY") , and THE SCHOOL BOARD OF DADE
COUNTY, FLORIDA, a body corporate and politic of the State of
Florida, (hereinafter called the "SCHOOL BOARD") .
WITNESSETH:
WHEREAS, the CITY is the owner of the following described
property described in Exhibit "A" and located at 805 42nd Street,
Miami Beach, Florida, commonly known as "Polo Park", (hereinafter
called the "EXISTING POLO PARK PROPERTY") ; and
WHEREAS, the SCHOOL BOARD is the owner of the property
described in Exhibit "B", on which is located the existing Nautilus
Middle School, and whose street address is 4301 North Michigan
Avenue, Miami Beach, Florida (hereinafter called the "EXISTING
NAUTILUS SCHOOL PROPERTY") ; and
WHEREAS, the SCHOOL BOARD has represented and warranted to the
CITY that it wishes to construct, and has budgeted the funds to
construct, a new Nautilus Middle School on the EXISTING POLO PARK
PROPERTY, demolish most of the existing Nautilus Middle School,
leaving the existing Media Center, and construct new tennis and
other recreation facilities on the EXISTING NAUTILUS SCHOOL
PROPERTY (the "Project") ; and
WHEREAS, in order to fulfill its goal of constructing a new
school on the EXISTING POLO PARK PROPERTY and to continue to have
the existing Nautilus Middle School in session while under
a all • a a a a • t
a a 1 a a a
construction, the SCHOOL BOARD has requested the CITY to exchange
the EXISTING POLO PARK PROPERTY for the EXISTING NAUTILUS SCHOOL
PROPERTY; and
WHEREAS, the CITY has agreed to exchange the EXISTING POLO
PARK PROPERTY for the EXISTING NAUTILUS SCHOOL PROPERTY provided
the SCHOOL BOARD constructs the recreational improvements on the
EXISTING NAUTILUS SCHOOL PROPERTY in accordance with plans and
specifications approved by the CITY; and
WHEREAS, the parties wish to enter into this Construction
Agreement to accomplish the purposes set forth above.
NOW, THEREFORE, in consideration of the mutual covenants
hereinafter contained and other good and valuable consideration,
the receipt and sufficiency of which are hereby acknowledged, the
parties hereto agree as follows:
I.
GENERAL TERMS
The SCHOOL BOARD will construct at its sole cost and expense,
including all demolition and construction of, the recreational and
other facilities to be located on the EXISTING NAUTILUS SCHOOL
PROPERTY and will construct a new Nautilus Middle School on the
EXISTING POLO PARK PROPERTY.
The SCHOOL BOARD reserves full control, custody, right to
access, operation and exclusive use of the EXISTING NAUTILUS SCHOOL
PROPERTY, subject to the CITY's right to use the recreational
facilities during non-school hours, until such time as the new
Nautilus Middle School is occupied by the SCHOOL BOARD. The
effective date of occupation shall be set forth by the SCHOOL BOARD
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in a written notice submitted to the CITY.
II.
COMMENCEMENT/COMPLETION DATES
The SCHOOL BOARD shall commence construction of the Project
within forty-five (45) days following approval by the CITY of this
Agreement and the respective exchange of the CITY and SCHOOL BOARD
properties, as referenced by the Exchange Agreement between the
CITY AND THE SCHOOL BOARD, dated October 21, 1992 (hereafter
"Commencement Date") shall continue construction in accordance with
the terms and conditions contained herein so as to complete
construction of all portions of the Project by a date which is
thirty-six (36) months from the Commencement Date (hereafter
"Completion Date") .
III.
JOINT USE
Prior to completion of the proposed improvements on the
EXISTING NAUTILUS SCHOOL PROPERTY (see Exhibit "C") , an area of
said property, to be agreed upon between the SCHOOL BOARD and the
CITY, shall be utilized for the recreational needs of the existing
Nautilus Middle School during regular school hours and will be
available to the general public during non-school hours.
The Board shall have the right to promulgate and enforce
reasonable rules for use by the general public during normal school
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IV.
CONSTRUCTION SITE ACCESS
The SCHOOL BOARD shall require its contractor and related
vendors to access the construction site via West 42nd Street. A
temporary chain link fence shall be installed and maintained by the
SCHOOL BOARD for the duration of the Project.
V.
COORDINATION AND SCHEDULING
The SCHOOL BOARD shall be responsible for all aspects of
construction scheduling for the entire Project. Upon the CITY's
request, the SCHOOL BOARD agrees to apprise the CITY as to the
status of the Project's construction schedule.
VI.
MAINTENANCE
During construction of the entire Project, the SCHOOL BOARD
agrees to maintain both the EXISTING NAUTILUS SCHOOL PROPERTY and
the EXISTING POLO PARK PROPERTY in a safe, secure, and usable
condition.
VII.
CITY'S RIGHT TO ENTRY
The SCHOOL BOARD agrees to permit the CITY or any of its
agents to enter and examine the EXISTING NAUTILUS SCHOOL PROPERTY,
with the prior consent of the school 's administrator, for any
purpose the CITY deems necessary, provided the CITY does not
unreasonably interfere with or unduly burden the SCHOOL BOARD's
operations or programs.
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viii.
APPROVAL OF PROJECT PLANS
The SCHOOL BOARD shall submit any and all plans for the
proposed improvements on the EXISTING NAUTILUS SCHOOL PROPERTY (see
Exhibit "C") for the CITY's review and approval in accordance to
the CITY's Plan Approval Process; including but not limited to
submittal of any and all Schematic Plans, Design Development Plans,
and Constructions Plans (i.e. final working plans and
specifications) .
In the event of a disapproval of the plans by the CITY, SCHOOL
BOARD shall, within thirty (30) days after the date the SCHOOL
BOARD receives notice of such disapproval, resubmit such plans to
the CITY, altered to meet the grounds of disapproval. Any
resubmission shall be subject to review and approval by the CITY
pursuant to the foregoing Plan Approval Process, until the same
shall be finally approved by the CITY.
The parties hereto shall act in good faith to attempt to
resolve any disputes concerning the plans and the CITY shall not
unreasonably withhold its consent to any such requested approvals.
The SCHOOL BOARD acknowledges that any plan approval given by the
CITY shall not constitute an opinion by the CITY that the plans are
structurally sufficient or in compliance with any laws, codes or
other applicable regulations, and no approval shall impose any
liability on the CITY, other than the rights of approval granted to
the CITY herein. All plans as finally approved by the CITY shall
be initialled by the CITY and the SCHOOL BOARD, and shall be and
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are incorporated into this Agreement by reference.
IX.
CONSTRUCTION CONTRACTS
The SCHOOL BOARD will require that all contracts which it
enters into for construction of the recreation improvements on the
EXISTING NAUTILUS SCHOOL PROPERTY, include a provision indemnifying
and holding harmless the CITY for any personal injury or property
damage claims, liability, losses, and causes of action which may
arise as a result of said construction activities. Furthermore,
the SCHOOL BOARD will also require such construction contracts to
provide for sufficient insurance coverage, naming the CITY as an
additional insured thereunder and otherwise providing coverage
and/or language to the extent necessary to protect the CITY's
interests in real or personal property located on the EXISTING
NAUTILUS SCHOOL PROPERTY.
The SCHOOL BOARD agrees to require that the CITY be named as
co-obligee on all surety bonds, including but not limited to
performance, labor and/or material payments bonds, associated with
any construction contracts entered into by the SCHOOL BOARD for the
recreation improvements to be built on the EXISTING NAUTILUS SCHOOL
PROPERTY.
B.
FINAL PLANS
The SCHOOL BOARD agrees that it shall provide the CITY with
copies of all final "as-built" plans and specifications used in the
construction of the recreational improvements within ninety (90)
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days after completion of same. Schematic Plans and Construction
Plans and all work by the SCHOOL BOARD with respect to the Project
and the construction thereof shall be in conformity with this
Agreement and all applicable state, county and local laws and
regulations.
XI.
PERMITS AND APPROVALS
The SCHOOL BOARD shall secure and pay for any and all permits
and approvals necessary for proper construction and completion of
the Project, subject to 235.26 Florida Statutes.
XII.
INDEMNIFICATION AND HOLD HARMLESS
The SCHOOL BOARD does hereby agree to indemnify, defend, and
hold harmless the CITY to the extent of the limitations included
within Florida Statutes, Section 768.28, subject to the provisions
in this Act whereby the SCHOOL BOARD shall not be held liable to
pay a personal injury or property damage claim or judgment by any
one person which exceeds the sum of $100, 000, or any claim or
judgment or portions thereof, which, when totalled with all other
claims or judgments paid by the SCHOOL BOARD arising out of the
same incident or occurrence, exceeds the sum of $200,000, from any
and all personal injury or property damage claims, liability,
losses and causes of action which may arise solely as a result of
the SCHOOL BOARD'S negligence in its use of the DEMISED PREMISES.
However, nothing herein shall be deemed to indemnify the CITY for
any liability or claim arising out of the negligence, performance
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or failure of performances of the CITY or as a result of the
negligence of any unrelated third party.
The CITY does hereby agree to indemnify, defend, and hold
harmless the CITY to the extent of the limitations included within
Florida Statutes, Section 768.28, subject to the provisions in this
Act whereby the CITY shall not be held liable to pay a personal
injury or property damage claim or judgment by any one person which
exceeds the sum of $100,000, or any claim or judgment or portions
thereof, which, when totalled with all other claims or judgments
paid by the CITY arising out of the same incident or occurrence,
exceeds the sum of $200,000, from any and all personal injury or
property damage claims, liability, losses and causes of action
which may arise solely as a result of the CITY'S negligence in its
use of the DEMISED PREMISES. However, nothing herein shall be
deemed to indemnify LESSEE for any liability or claim arising out
of the negligence, performance or failure of performances of the
SCHOOL BOARD or as a result of the negligence of any unrelated
third party.
XIII.
UTILITIES
Until such time as the CITY accepts the completed improvements
to be built on the EXISTING NAUTILUS SCHOOL PROPERTY, the SCHOOL
BOARD will, at its own expense, pay all utility charges arising out
of its use of the EXISTING NAUTILUS SCHOOL PROPERTY, including
charges for trash and garbage pick up.
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XIV.
PEACEFUL POSSESSION
Subject to the terms, conditions, and covenants of this
Agreement, the CITY agrees that the SCHOOL BOARD shall and may
peaceably have, hold and enjoy the above described EXISTING
NAUTILUS SCHOOL PROPERTY, without hindrance of molestation by the
CITY. At the expiration of this Agreement, the SCHOOL BOARD shall,
without demand, quietly and peaceably deliver up possession of the
EXISTING NAUTILUS SCHOOL PROPERTY, subject to acceptance by the
CITY of the recreational improvements located therein.
XV.
ACCEPTANCE OF THE IMPROVEMENTS
Upon completion of the aforementioned improvements, the CITY
shall inspect the recreational improvements to determine whether
they are in accordance with the plans approved by the CITY. In the
event that these improvements fail to comply with the approved
construction plans and specifications, or with the applicable
State, County, and/or city building codes, the SCHOOL BOARD, upon
receipt of written notification from the CITY, shall take such
steps as necessary to remedy them. Both parties agree that once
the CITY grants its final approval of the completed improvements,
the CITY shall also accept possession of said improvements.
XVI.
COMPLIANCE WITH FEDERAL, STATE, AND LOCAL LAWS
All parties hereby agree that they shall comply with all
applicable laws, ordinances and codes of Federal, State and Local
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governments, including the Americans with Disabilities Act, as they
apply to this Agreement.
XVII.
ASSIGNMENT
This Agreement shall not be assignable in whole or in part by
either party without the prior written consent of the other party.
XVIII.
TERMINATION
This Agreement may be terminated only by mutual agreement of
the parties hereto.
XIX.
MISCELLANEOUS
1) This Agreement constitutes the entire agreement between
the parties and may not be modified except by a written amendment
executed by both parties.
2) If any provision of this Agreement or any portion of such
provision or the application thereof to any person or circumstance
shall be held to be invalid or unenforceable or shall become a
violation of any Local, State or Federal laws, then the same as so
applied shall no longer be a part of this Agreement but the
remainder of the Agreement, such provisions and the application
thereof to other persons or circumstances shall not be affected
thereby and this Agreement shall be so modified.
XX.
LIMITATION OF LIABILITY
The CITY desires to enter into this Agreement only if in so.
doing the CITY can place a limit on its liability for any cause of
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action for money damages due to an alleged breach by the CITY of
this Agreement, so that its liability for any such breach never
exceeds the sum of $1,000,000. The SCHOOL BOARD hereby expresses
its willingness to enter into this Agreement with a $1,000, 000
limitation on recovery for any damage action for breach of
contract.
Accordingly, the SCHOOL BOARD hereby agrees that the CITY
shall not be liable to the SCHOOL BOARD for damages in an amount in
excess of $1,000,000 for any action occurring from breach of
contract arising out of the performance or non performance of any
application imposed upon the CITY by this Agreement. The foregoing
provision shall not preclude an action by the SCHOOL BOARD for
specific performance. Nothing contained in this paragraph or
elsewhere in this Agreement is in any way intended to be a waiver
of the limitations placed upon the CITY's liability as set forth in
Florida Statute, Section 768.28
XXI.
ARBITRATION
Any controversy or claim for money damages arising out of or
relating to this Agreement, or the breach hereof shall be settled
by arbitration in accordance with the Commercial Arbitration Rules
of the American Arbitration Association, and the arbitration award
shall be final and binding upon the parties hereto and subject to
no appeal, and shall deal with the question of the cost of
arbitration and all matters related thereto. In that regard, the
parties shall mutually select one arbitrator, but to the extent
that the parties cannot agree upon the arbitrator, then the
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American Arbitration Association shall appoint one. Judgment upon
the award rendered may be entered into any court having
jurisdiction, or application may be made to such court for an order
of enforcement. Any controversy or claim other than a controversy
or claim for money damages arising out of or relating to this
Agreement or the breach thereof, including any controversy or claim
relating to the right to specific performance, shall be settled by
litigation not arbitration.
IN WITNESS WHEREOF the parties have executed this Agreement on
the date and year above written.
TH ; ITY OF MI BEACH THE SCHOOL BOARD OF
DADE COUNTY, FLORIDA
M yor C airman
S : ATTEST:
City Clerk 1/0/411 - Y
APPROVED AS TO FORM: • ' • ' leirliEO° :
/- /s ALJM/ ,
City Attorney • 'to`= ey • the School B. : , d
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EXISTING POLO PARK PROPERTY
EXHIBIT "A"
Beginning at the Intersection of the south line of West For as hothird (4(43rd)
on Plattre t,
f
produced easterly, with the recorded in Plat North Michigan Book 34, atpage 98, of the Public Records of
Nautilus Extension Third,
Dade County, Florida, said point being also the North of West Forty-third d (43rd)
Westerly corner of a five (5) acre
City Park; thence run Easterly, along the Southerly lineacre-thpark,4a ) Street,tance
produced Easterly, said line being the Northerly line of said five (5)
of Seven Hundred Fifty-two and eight tenths (752.8) feet to Ada dition,point
on the in Plat Book 8,
sterly line of
North Meridian Avenue, as shown on Plat of Nautilu�orida, said point being the POINT
at page 130, of the Public Records of Dade County, oint of beginning OF BEGINNING of the tract of land herein described; from said North Meridian Avenue a distance of
a Northerly direction along the said Westerly ol e�of d two tenths (51.2) feet northerly from
151.89 feet to a point, said point being Fifty- thence in a Westerly
the point of curvature as shown on said Plat of Nautilus dAddition;desa distance runo Twoin a WesterHundred
direction along a line deflecting to the left Ninety (90) g7
a
eighty-six and five tenths (286.5) feet to point; thence deflecting to the left Ninety (90)
on
degrees run in a Southerly direction to the aforesaid rlyieex a sion alongfthe outsai Easterly
e
43rd Street;thence run in an Easterly
of West Forty-third( )
extension of the Southerly line of West Forty-
third (43rd) Street to the POINT OF
BEGINNING, containing 1.338 acres, more or less.
AND
BEGINNING at a point which is the intersection venue• thence Westerly f the Northerly line of Walong s st Forty-
second Street and the Westerly line of North Meridian
Northerly line of West Forty-second Street for a distance of 700 feet, more or less, to a
point which is on the Easterly line of Michigan Avenue; thence
feet,more or Northerly
alongo point
said
Easterly line of North Michigan Avenue for third distance
produced Easterly;thence Easterly
which is on the Southerly line of West Forty-third
Street prduced Easterly for a distance of
along said Southerly line of West Forty-thirdthence
752.9 feet, more or less,to a point on said
�rtWesterly
Meridian Avenue North
a distance of 147.57 feet,
Southerly along said Westerly line of No
more or less,to the POINT OF BEGINNING, Page 130, and as said West Forty-second
aid North Meridian Avenue is shown on
Nautilus Addition, recorded in Plat Book 8 at
Street is shown on Forty-first Street Business Subdivision, recorded in Plat Book 34 at Page
92, and as said North Michigan Avenue and West Forty-third Street are shown on Nautilus
Extension on Third,recorded in Plat Book 34 at page 98, all of the Public Records of Dade
County, Florida, and containing 5.117 acres, more or
And less the following described parcel:
BEGINNING at a point which is the intersection of the Southerly line of West Forty-
third (43rd) Street, produced Easterly,with the Easterlyeof North Book 34,Michigana pa Avenue, as
e 8 of the
shown on Plat of Nautilus Extension Thud, recorded
Public Records of Dade County, Florida, said POINT OF BEGINNING being also the
Northwesterly corner of a five (5) acre City Park; thence run easterly along the southerly
line of West Forty-third (43rd) Street produced Easterly,
dredyaid(260)line feetg the to a point;Northerly
a thence
of said five (5) acre park, a distance of two h sixty
deflecting to the right ninety (90) degrees run a Southerly direction a distance of two
hundred twenty-seven(227) feet to a point; thence deflecting to the right ninety(90) degrees
run in a Westerly direction to the Easterly line of North Michigan Avenue as said North
Michigan Avenue is shown on the above-mentioned plat;thence run in a Northerly direction
along the Easterly line of said North Michigan Avenue to the POINT OF BEGINNING,
containing one and three tenths (1.303) acres, more or less.
Total acreage 224,424 square feet or 5.152.
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EXISTING NAUTILUS SCHOOL PROPERTY
EXHIBIT "B"
Begin 80.0 feet Southerly of the intersection of the Southerly line of West 43rd Street
produced Easterly and the Easterly line of North Michigan Avenue as same is shown on a
plat entitled "NAUTILUS EXTENSION THIRD" as recorded in Plat Book 34 of Page 98
Public Records of Dade County, Florida; thence run in a Southeasterly direction along a
circular curve to the left, having a Radius of 129.90 feet and a Central Angle of 15°-00'-00",
a distance of 34.01 feet to a point of Tangency;thence run in a Southeasterly direction along
said easterly line of North Michigan Avenue a distance of 117.38 feet to a point; thence run
Easterly parallel to a Southerly line of West 43rd Street a distance of 225.19 feet to a point;
thence run Northerly at right angles to Southerly line of West 43rd St. a distance of 227.0
feet to the Southerly line of West 43rd Street produced easterly; thence run Easterly along
said Southerly line of West 43rd Street produced easterly a distance of 186.30 feet to a
point; thence run in a Northeasterly direction a distance of 253.97 feet to a point, said point
being 286.50 feet Northwesterly from the Southeast corner of Block 24 of "NAUTILUS
EXTENSION FOURTH" according to the plat thereof as recorded in Plat Book 40 at page
68, Public Records of Dade County, Florida; thence continue in a Northwesterly direction
along the Southerly line of said Block 24, a distance of 503.32 feet to the Easterly line of
NORTH MICHIGAN AVENUE; a al distance of 0.0 feet in a Southeasterly to a plon along said easterly
oin of Curve; hence
line of NORTH MICHIGAN A
run in a Southerly direction along a curve to the left, having a Radius of 515.42 feet, and
a Central Angle of 19°-14'-21", a distance of 173.07 feet to a point, thence run southerly
along the Easterly line of NORTH MICHIGAN AVENUE a distance of 240.0 feet to the
Point of Beginning.
Containing 217,388 Square Feet or 4.991 Acres
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JOINT USE AGREEMENT
THIS AGREEMENT, made and entered into this ij/_.-' day of
.////97 4". , 199d, by and between THE CITY OF MIAMI
BEACH, a municipal corporation of the State of Florida (hereinafter
called the "LESSOR") , and the SCHOOL BOARD OF DADE COUNTY, FLORIDA,
a body corporate and politic of the State of Florida, (hereinafter
called the- "LESSEE")
WITNESSETH
WHEREAS, the LESSOR and the LESSEE are mutually interested in
and concerned with providing and making available recreational
programs, activities and facilities for the use and benefit of Dade
County Public Schools and the City. of Miami Beach; and
WHEREAS, the LESSOR owns and has under its jurisdiction
certain property capable of being utilized at mutually suitable
times for LESSEE's programs; and
WHEREAS, these objectives may be best achieved through joint
and coordinated action of the LESSOR and the LESSEE in making the
LESSOR'S property available for such purposes in the most cost
effective manner; and
WHEREAS, the Mayor and City Commission of the City of Miami
Beach by the adoption of Resolution No. 93-21003 , at its meeting of
December 1, 1993 , approved this Agreement; and
WHEREAS, the Dade County School Board has also 7authorized this
Agreement in accordance with Board Item No. /4-
/ , approved
at their meeting of Pi-Yt-Wit /9'7 •
NOW, THEREFORE, in consideration of the mutual covenants
hereinafter contained and other good and valuable consideration,
•
the receipt and sufficiency of which are hereby acknowledged, the
parties hereto agree as follows:
I.
PREMISES TO BE LEASED
LESSOR does hereby lease to LESSEE and LESSEE does hereby
lease from LESSOR the following described parcel of land,
hereinafter called the "DEMISED PREMISES", lying and being in the
County of Dade, State of Florida, depicted on the sketch attached
hereto as Attachment "A".
II.
TERM OF LEASE AGREEMENT
The original term of this Agreement shall be forty (40) years
commencing on January 20, 1994 . Provided Lessee is in
good standing under the terms of this Agreement, said term may be
extended by LESSEE for one (1) additional term of twenty (20)
years, upon the same terms and at the same consideration as
provided herein, upon LESSEE giving written notice to the LESSOR of
such extension no later than one hundred and eighty (180) days
prior to the expiration of the initial term hereof.
III.
USE OF PROPERTY
The DEMISED PREMISES may be utilized as a playground, athletic
and recreation area. LESSEE shall have full control, custody,
right and use of the DEMISED PREMISES during regular school hours
on regular school days. LESSEE's use of the DEMISED PREMISES
during summer school and for after-school activities shall be
2
coordinated between the administrators of Nautilus Middle School
("School") and LESSOR' s Parks Department.
LESSEE agrees to allow the LESSOR, as well as the general
public, the right to have access to and use of the following areas
of the DEMISED PREMISES during school hours: tot lot, racquetball
and tennis courts. However, . LESSEE reserves the right to
promulgate and enforce reasonable rules and regulations governing
the use of said recreational facilities by the public during school
hours.
Iv.
IMPROVEMENTS
LESSEE shall have the right to construct recreational
improvements on the DEMISED PREMISES, including but not limited to
the list of improvements attached hereto as Attachment "B". LESSEE
agrees that no such improvements may be undertaken by it upon the
DEMISED PREMISES unless the plans are first submitted for review
and approval by the LESSOR.
LESSOR shall submit any and all plans for Lessee's review and
approval in accordance to Lessee's Plan Approval Process, including
but not limited to submittal of any and all Schematic Plans, Design
Development Plans, and Construction Plans (i.e. final working plans
and specifications) .
V.
CONSIDERATION
LESSEE does hereby covenant and agree to pay LESSOR as
consideration for the use and occupancy of the DEMISED PREMISES
3
throughout the term of this Agreement and any renewal thereof, the
sum of one dollar ($1. 00) per year in advance, beginning on the
date hereof and on the anniversary date of each and every year
thereafter.
VI.
NO LIABILITY FOR PERSONAL PROPERTY
LESSOR and LESSEE agree to insure or self insure their
respective interests in personal property to the extent each deems
.necessary or appropriate and hereby mutually waive all rights to
•
recovery for loss or damage by any means and waive all rights to
recovery for loss and damage to such property by any cause
whatsoever. LESSOR and LESSEE hereby waive all rights of
subrogation as to each other only under any policy or policies they
may carry or on property placed or moved on the DEMISED PREMISES.
VII.
INDEMNIFICATION
LESSEE does hereby agree to indemnify, defend, and hold
harmless LESSOR to the extent of the limitations included within
Florida Statues, Section 768. 28, subject to the provisions in this
Act whereby LESSEE shall not be held liable to pay a personal
injury or property damage claim or judgment by any one person which
exceeds the sum of $100, 000 or any claim or judgment or portions
thereof, which, when totalled with all other claims or judgments
paid by the LESSEE arising out of the same incident or occurrence,
exceeds the sum of $200, 000, from any and all personal injury or
property damage claims, liability, losses and causes of action
4
which may arise solely as a result of LESSEE' s negligence in its
use of the DEMISED PREMISES. However, nothing herein shall be
deemed to indemnify LESSOR for any liability or claim arising out
of the negligence, performance or failure of performance of LESSOR
or as a result of the negligence of any unrelated third party.
LESSOR does hereby agree to indemnify , defend, and hold
harmless LESSEE to the extent of the limitations included within
Florida Statutes, Section 768.28, subject to the provisions in this
Act whereby LESSOR shall not be held liable to pay a personal
injury or property damage claim or judgment by any one person which
exceeds the sum of $100, 000, or any claim or judgment or portions
thereof, which, when totalled with all other claims or judgments
paid by the LESSOR arising out of the same incident or occurrence,
exceeds the sum of $200,000, from any and all personal injury or
property damage claims, liability, loses and causes of action which
may arise solely as a result of LESSOR's negligence in its use of
the DEMISED PREMISES. However, nothing herein shall be deemed to
indemnify LESSEE for any liability or claim arising out of the
negligence, performance or failure of performance of LESSEE or as
a result of the negligence of any unrelated third party.
VIII.
UTILITIES
LESSOR agrees to pay for all utilities consumed on the DEMISED
PREMISES, and LESSEE agrees to pay for all connection and
installation charges thereof.
5
IX.
MAINTENANCE OF LEASED PREMISES
LESSOR shall be responsible for the actual maintenance of the
DEMISED PREMISES and improvements. Maintenance shall include, but
not be limited to, mowing, edging, trimming, trash and litter
removal, repairs to the softball field, backstop and basketball
courts, as well as repairs to the irrigation system.
X.
EXAMINATION OF PREMISES
LESSEE agrees to permit LESSOR's City Manager or his designee
to enter upon the DEMISED PREMISES during the LESSEE's hours of
use, for any purpose LESSOR deems necessary to, incident to, or
connected with the performance of LESSOR's duties and obligations
hereunder, or in the exercise of its rights and functions, provided
LESSOR does not interfere or unduly burden LESSEE 's operations.
XI.
TERMINATION
LESSEE and LESSOR agree that they shall perform and abide by
all the terms and covenants of this Agreement. In the event of any
breach of any such terms or covenants, the party in breach shall be
given thirty (30) days written notice to make reasonable effort to
either cure or attempt to cure said breach, failing which the non-
breaching party shall have the right to terminate this Agreement.
LESSEE and LESSOR shall have the right to terminate this
Agreement for convenience and without cause, at any time by giving
the other one hundred and eighty (180) days prior written notice.
6
XII.
NOTICE AND GENERAL CONDITIONS
A. All notices or other communications which shall or may be
given pursuant to this Agreement shall be in writing and shall be
delivered by personal service or by registered mail addressed to
the parties at their respective addresses indicated below or as the
same may be changed in writing from time to time. Such notice.
shall be deemed given on the day on which personally served, or if
by mail, on the fifth day after being posted or the date of actual
receipt, whichever is earlier.
1. In the case of notice or communication to LESSOR:
The City of Miami Beach
Parks and Recreation Department
1700 Convention Center Drive
Miami Beach, Florida 33139
With a copy to:
City Attorney
The City of Miami Beach Attorney's Office
1700 Convention Center Drive
Miami Beach, Florida 33139
2 . In the case of notice or communication to LESSEE:
The School Board of Dade County, Florida
c/o Superintendent of Schools
School Board Administration Building
1450 N.E. 2 Avenue
Miami, Florida 33132
7
With a copy to:
Dade County Public Schools
Site Planning and Government Liaison Department
Attention: Director
1444 Biscayne Boulevard, Suite 302
Miami, Florida 33132 ,
B. Title and Paragraph headings are for convenient reference
and are not intended to confer any rights or obligations upon the
parties to this Agreement.
XIII.
• SURRENDER OF PREMISES
At the end of the original term or an extension thereof, or
upon termination of this Agreement as set forth under Article XI,
LESSEE shall promptly and peacefully surrender and deliver
possession of the DEMISED PREMISES to LESSOR in its existing
condition, normal wear and tear excepted, and in accordance with
the covenants herein contained.
XIV.
NON-DISCRIMINATION
LESSEE agrees that there will be non discrimination against
any person based upon race, color, sex, religious creed, ancestry,
national origin, mental or physical handicap, in the use of the
DEMISED PREMISES and improvements thereof.
XV.
AMENDMENTS
LESSOR and LESSEE, by mutual agreement, shall have the right
8
but not the obligation to amend this Agreement. Any and all
amendments shall be effective only if in writing and signed and
approved by LESSOR and LESSEE and shall be incorporated as part of
this Agreement.
XVI.
CONSTRUCTION OF AGREEMENT
This Agreement shall be construed and enforced according to
the laws of the State of Florida.
XVII.
SEVERABILITY
In the event any paragraph, clause or sentence of this
Agreement or any future amendment is declared invalid by a court of
competent jurisdiction, such paragraph, clause or sentence shall be
stricken from the subject Agreement and the balance of the
Agreement shall not be affected by the deletion thereof.
XVIII.
COMPLIANCE WITH FEDERAL. STATE AND LOCAL LAWS
All parties hereby agree that they shall comply with all
applicable laws, ordinances and codes of Federal, State and Local
Governments as they apply to this Agreement.
XIX.
WAIVER
No waiver of any provision hereof shall be deemed to have been
made unless such waiver be in writing and signed by LESSOR and
LESSEE. The failure of any party to insist upon strict performance
of any of the provisions or conditions of this Agreement shall not
9
be construed as waiving or relinquishing any such covenants or
conditions, but the same shall continue and remain in full force
and effect.
XX.
ENTIRE AGREEMENT
This Agreement represents the total agreement between the
parties.
XXI.
SUCCESSORS AND ASSIGN
This Agreement shall be binding upon the parties herein, their
heirs, executors, legal representatives, successors and assigns.
XXII.
LIMITATION OF LIABILITY
LESSOR and LESSEE desire to enter into this Agreement only if
in so doing LESSOR and LESSEE can place a limit on their liability
for any cause of action for money damages due to an alleged breach
by LESSOR or LESSEE of this Agreement, so that their liability for
any such breach never exceeds the sum of $10, 000. LESSOR and
LESSEE hereby express their willingness to enter into this
Agreement with -a $1, 000, 000 limitation on recovery for any damage
action for breach of contract.
Accordingly, LESSOR and LESSEE hereby agree that LESSOR and
LESSEE shall not be liable to each other for damages in an amount
in excess of $1, 000, 000 for any action occurring from breach of
contract arising out of the performance or non performance of any
application imposed upon the LESSOR or LESSEE by this Agreement.
10
• - •
The foregoing provision shall not preclude an action b
LESSEE for specific Y LESSOR or
performance. Nothing contained in this ,
paragraph or elsewhere in this Agreement is in any
be a waiver of the limitations way intended to
placed upon LESSEE 'S or LESSOR'S
liability as set forth in Florida Statutes, Section 76
8. 28
XX111.
ARBITRATION
Any controversy or claim for money damages arising out of relating to this Agreement, or the breach hereof shall be or
by arbitration in accordance with the Commercial Arbitration settled
of the American Arbitration Association, and the arbitration Rules
shall be final and bindingupon the award
P parties hereto and subject to
no appeal, and shall deal with the question of the cos arbitration and all matters related thereto, t of
parties shall mutually select In that regard, the
one arbitrator, but to the extent
that the parties cannot agree upon the arbitrator
American Arbitration Association shall appointthen the
the award rendered one. Judgment upon
may be entered into any court having
jurisdiction, or application may be made to such cou
rt for an order
of enforcement. Any controversy or claim other than a controversy
or claim for money
damages arising out of or relating to this
Agreement or the breach thereof, including any contr
relating the right to specific oversy or claim
P
performance, shall be settled by
litigation not arbitration.
11
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ATTACHMENT 19
LIST OP IMPROVEMENTS BY LESSEE
The LESSEE hereby agrees to ':onst:ruct, at its sole expense, in
accordance with applicable Departmer.tof Education standards, the
following improvements:
1. four regulation hard s•irfac:+;: basketba:.l courts
2 . four regulation hard c )urt tennis courts
3 . two outdoor racquetball courts
4 . grass softball field aid softball backstop
5. tot lot (including new equ:.pment)
Both parties agree that the spec:ifications for the above
improvements shall be found in tha set of construction drawings and.
documents for this project.
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