Lease Agreement-Received7/5/05 CI'TY OF MXAMI' BEACH
OFFTCE OF THE CXTY ATTORNEY
MEMORANDUM
TO: Robert Parcher
City Clerk
FROM: Elizabeth Damien
Raul Aguila's Assistant
SUBJECT: Executed Lease Agreement for Right of Way of MacArthur Causeway Tram
Turnaround Area
DATE: July 5, 2005
Bob:
Per Raul's request, I'm attaching an original fully executed Lease Agreement regarding the
above-referenced matter.
Thank you
Liz Damien
STATE OF FLORIDA DEPARTMENT OF TRANSPORTATION 575-060-33
LEASE AGREEMENT RIGHT OF WAY
05/O3
Page 1 of 5
ITEM/SEGMENT NO.: 4152301
MANAGING DISTRICT: Six (87060-2501)
F.A.P. NO.: N/A
STATE ROAD NO.: Mac, Arthur Causeway
COUNTY.: Miami-Dade
PARCEL NO.: 6080 (RWMS 3250)
THIS AGREEMENT, made this ..~.,~,4~5 day of ,~°,~t~. , 2005 , by and between the STATE
OF FLORIDA DEPARTMENT OF TRANSPORTATION, (hereinafter called the Lessor), and the City of Miami Beach
Public Works Department, 1700 Convention Center Drive, Miami Beach, Florida 33139
(hereinafter called the Lessee.)
WlTNESSETH:
In consideration of the mutual covenants contained herein, the parties agree as follows:
attached and made a part
1. Properly and Term. Lessor does hereby lease unto Lessee the prop,erty d, escribed in Exhibit "A', ~/'
hereof, for a term of five years beginning ~/~:~1/~ and ending
This
Lease may be renewed for an additional five years term at Lessee's option, subject to the rent adjustment as
provided in Paragraph 3 below. Lessee shall provide Lessor sixty (60) days advanced written notice
of its exemise of the renewal option.
If Lessee holds over and remains in possession of the property after the expiration of the term specified in this Lease, or any
renewals of such term, Lessee's tenancy shall be considered a tenancy at sufferance, subject to the same terms and conditions as
herein contained in this Lease.
This Lease is subject to all utilities in place and to the maintenance thereof as well as any other covenants, easements,
or restrictions of record.
This Lease shall be construed as a lease of only the interest, if any, of Lessor, and no warranty of title shall be deemed
to be given herewith.
2. Use. The leased property shall be used solely for the purpose of tram turnaround area
If the property is used for any other purpose, Lessor shall have the option of immediately terminating this Lease.
Lessee shall not permit any use of the property in any manner that would obstruct or interfere with any transportation facilities..
Lessee will further use and occupy the leased property in a careful and proper manner, and not commit any waste thereon. Lessee
will not cause, or allow to be caused, any nuisance or objectionable activity of any nature on the property. Lessee will not use or
occupy said property for any unlawful purpose and will, at Lessee's sole cost and expense, conform to and obey any present or future
ordinances and/or rules, regulations, requirements, and orders of governmental authorities or agencies respecting the use and
occupation of the leased property.
Any activities in any way involving hazardous materials or substances of any kind whatsoever, either as those terms may be
defined under any state or federal laws or regulations, or as those terms are understood in common usage, are specifically prohibited.
The use of petroleum products, pollutants, and other hazardous materials on the leased property is prohibited. Lessee shall be held
responsible for the performance of and payment for any environmental remediation that may be necessary, as determined by the
Lessor, within the leased property. If any contamination either spread to or was released onto adjoining property as a result of
Lessee's use of the leased property, the Lessee shall be held similarly responsible. The Lessee shall indemnify, defend, and hold
harmless the Lessor from any claim, loss, damage, costs, charge, or expense arising out of any such contamination.
3. Rent. Lessee shall pay to Lessor as rent, on or before the first day of each rent payment period, the sum of
N/A for first 5 years (See Addendum) plus tax, for each N/A of the term. If this Lease is
terminated prior to the end of any rent payment period, the unearned portion of any rent payment, less any other amounts that may be
owed to Lessor, shall be refunded to Lessee. Lessee shall pay any and all state, county, city, and local taxes that may be due during
the term hereof, including any real property taxes. Rent payments shall be made payable to the Department of Transportation
and shall be sent to FDOT, Right of Way Administration, Property Management, 1000 N.W. 111 Avenue,
Miami, Florida 33172 . Lessor reserves the dght to review and adjust the rental fee biennually
and at renewal to reflect market conditions. Any installment of rent not received within ten (10) days after the date due
575-060-33
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shall bear interest at the highest rate allowed by law from the due date thereof. This provision shall not obligate Lessor to accept late
rent payments or provide Lessee a grace period.
4. Improvements. No structures or improvements of any kind shall be placed upon the property without the prior written
approval of the District Secretary for District Six of Lessor. Any such structures or improvements shall be
constructed in a good and workmanlike manner at Lessee's sole cost and expense. Subject to any landlord lien, any structures or
improvements constructed by Lessee shall be removed by Lessee, at Lessee's sole cost and expense, by midnight on the day of
termination of this Lease and the leased property restored as nearly as practical to its condition at the time this Lease is executed.
Portable or temporary advertising signs are prohibited.
Lessee shall perform, at the sole expense of Lessee, all work required in the preparation of the leased property for occupancy by
Lessee, in the absence of any special provision herein contained to the contrary; and Lessee does hereby accept the leased property
as now being in fit and tenantable condition for all purposes of Lessee.
Lessor reserves the right to inspect the property and to require whatever adjustment to structures or improvements as Lessor, in its
sole discretion, deems necessary. Any adjustments shall be done at Lessee's sole cost and expense.
5. i~ Lessee shall keep and maintain the leased property and any building or other structure, now or hereafter erected
thereon, in good and safe condition and repair at Lessee's own expense during the existence of this Lease, and shall keep the same
free and clear of any and all grass, weeds, brush, and debris of any kind, so as to prevent the same from becoming dangerous,
inflammable, or objectionable. Lessor shall have no duty to inspect or maintain any of the leased property or buildings, and other
structures thereon, during the term of this Lease; however, Lessor shall have the right, upon twenty-four (24) hours notice to Lessee,
to enter the leased property for purposes of inspection, including conducting an environmental assessment. Such assessment may
include: surveying; sampling of building materials, soil, and groundwater; monitoring well installations; soil excavation; groundwater
remediation; emergency asbestos abatement; operation and maintenance inspections; and, any other actions which may be
reasonable and necessary. Lessor's right of entry shall not obligate inspection of the property by Lessor, nor shall it relieve the
Lessee of its duty to maintain the leased property. In the event of emergency due to a release Or suspected release of hazardous
waste on the property, Lessor shall have the right of immediate inspection, and the right, but not the obligation, to engage in remedial
action, without notice, the sole cost and expense of which shall be the responsibility of the Lessee.
6. ~ To the extent provided by law, Lessee shall indemnify, defend, and hold harmless the Lessor and all of its
officers, agents, and employees from any claim, loss, damage, cost, charge, or expense arising out of any act, error, omission, or
negligent act by Lessee, its agents, or employees, during the performance of the Lease, except that neither Lessee, its officers,
agents, or employees will be liable under this paragraph for any claim, loss, damage, cost, charge, or expense arising out of any act,
error, omission, or negligent act by the Lessor or any of its officers, agents, or employees during the performance of the Lease.
When the Lessor receives a notice of claim for damages that may have been caused by Lessee, the Lessor will immediately
forward the claim to Lessee. Lessee and the Lessor will evaluate the claim and report their findings to each other within fourteen (14)
working days and will jointly discuss options in defending the claim. After reviewing the claim, the Lessor will determine whether to
require the participation of Lessee in the defense of the claim or to require that Lessee defend the Lessor in such claim as described
in this section. The Lessor's failure to promptly notify Lessee of a claim shall not act as a waiver of any right herein to require the
participation in or defense of the claim by Lessee. The Lessor and Lessee will each pay its own expenses for the evaluation,
settlement negotiations, and trial, if any.
7. Insurance. Lessee at its expense, shall maintain at all times during the term of this Lease, public liability insurance protecting
Lessor and Lessee against any and all claims for injury and damage to persons and property, and for the loss of life or property
occurring in, on, or about the property arising out of the act, negligence, omission, nonfeasance, or malfeasance of Lessee, its
employees, agents, contractors, customers, licensees, and invitees. Such insurance shall be carried in a minimum amount of not less
than one million ($1,000,000.00 ~ for bodily iniurv or death to any one person or any number
of persons in any one occurrence and not less than one million ($ 1.000.000.00 )
for property damage, or a combined coverage of not less than two million ($ 2~000,000.00 .. ).
All such policies shall be issued by companies licensed to do business in the State of Florida and all such policies shall contain a
provision whereby the same cannot be canceled or modified unless Lessor is given at least sixty (60) days prior written notice of such
cancellation or modification. Lessee shall provide Lessor certificates showing such insurance to be in place and showing Lessor
as additional named insured under the policies. If self-insured or under a risk management program, Lessee represents that such
minimum coverage for liability will be provided for the leased property.
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Lessor may require the amount of any public liability insurance to be maintained by Lessee be increased so that the amount thereof
adequately protects Lessor's interest. Lessee further agrees that it shall during the full term of this Lease and at its own expense keep
the leased property and any improvements thereon fully insured against loss or damage by fire and other casualty. Lessee also
agrees that it shall during the full term of this Lease and at its own expense keep the contents and personal property located on the
leased property fully insured against loss or damage by fire or other casualty and does hereby release and waive on behalf of itself
and its insurer, by subrogation or otherwise, all claims against Lessor arising out of any fire or other casualty whether or not such fire
or other casualty shall have resulted in whole or in part from the negligence of the Lessor·
8. ~]3J~. Lessee acknowledges and agrees that its relationship with Lessor under this Lease is one of landlord and
tenant and no other relationship either expressed or implied shall be deemed to apply to the parties under this Lease· Termination of
this Lease for any cause shall not be deemed a taking under any eminent domain or other law so as to entitle Lessee to compensation
for any interest suffered or lost as a result of termination of this Lease, including any residual interest in the Lease, or any other facts
or circumstances arising out of or in connection with this Lease.
Lessee hereby waives and relinquishes any legal rights and monetary claims which it might have for full compensation, or damages
of any sort, including special damages, severance damages, removal costs, or loss of business profits, resulting from Lessee's loss of
occupancy of the leased property, or any such rights, claims, or damages flowing from adjacent properties owned or leased by Lessee
as a result of Lessee's loss of occupancy of the leased property. Lessee also hereby waives and relinquishes any legal rights and
monetary claims which it might have for full compensation, or damages of any sort as set out above, as a result of Lessee's loss of
occupancy of the leased property, when any or all adjacent properties owned or leased by Lessee are taken by eminent domain
proceedings or sold under the threat thereof. This waiver and relinquishment applies whether this Lease is still in existence on the
date of taking or sale; or has been terminated prior thereto.
9. Miscellaneous·
a. This Lease may be terminated by Lessor immediately, without prior notice, upon default by Lessee hereunder,
and may be terminated by either party, without cause upon six months ( 180 ) days prior written notice to the other party.
b. In addition to, or in lieu of, the terms and conditions contained herein, the provisions of any Addendum of even date herewith
which is identified to be a part hereof is hereby incorporated herein and made a part hereof by this reference. In the event of any
conflict between the terms and conditions hereof and the provisions of the Addendum(s), the provisions of the Addendum(s) shall
control, unless the provisions thereof are prohibited by law.
c. Lessee acknowledges that it has reviewed this Lease, is familiar with its terms, and has had adequate opportunity
to review this Lease with legal counsel of Lessee's choosing. Lessee has entered into this Lease freely and voluntarily·
This Lease contains the complete understanding of the parties With respect to the subject matter hereof· All prior understandings and
agreements, oral or written, heretofore made between the parties and/or between Lessee and the previous owner of the leased
property and landlord of Lessee are merged in this Lease, which alone, fully and completely expresses the agreement between
Lessee and Lessor with respect to the subject matter hereof. No modification, waiver, or amendment of this Lease or any of its
conditions or provisions shall be binding upon Lessor or Lessee unless in writing and signed by both parties.
d. Lessee shall not sublet the property or any part thereof, nor assign this Lease, without the prior consent in writing of the
Lessor; this Lease is being executed by Lessor upon the credit and reputation of Lessee· Acceptance by Lessor of rental from a third
party shall not be Considered as an assignment or sublease, nor shall it be deemed as constituting consent of Lessor to such an
assignment or sublease.
e. Lessee shall be solely responsible for all bills for electricity, lighting, power, gas, water, telephone, and telegraph
services, or any other utility or service used on the property.
f. This Lease shall be governed by the laws of the State of Florida, and any applicable laws of the United States
of America.
g. All notices to Lessor shall be sent to the address for rent payments and all notices to Lessee shall be sent to:
City of Miami Beach, Public Works Department, 1700 Convention Center Drive~ Miami Beach~ Florida 33139
575-060-33
RIGHT OF WAY
054)3
Page4 of 5
IN WITNESS WHEREOF, the parties hereto have caused these presents to be executed, the day and year first above
written.
STATE OF FLORIDA
DEPARTMENT OF TRANSPORTATION
C~, ~1'~, ,IBeach By:
/~~pa~ny Name, if applicable) Distri t(~ecretary
By:,~ _ JohnMartinez, P.E.
Print Name
David Dermer Attest: '
Print Name
Title: Mayor Name/Title: Margaret Higgins, Exec. Secretary
Robert Parcher _~"~ ~-~~~--~
Print Name District Counsel
Title: City Clerk Michael Schloss, Esq.
Print Name
APPROVED AS TO
FORM & LANGUAGE
& FOR EXECUTION
fty AtTorney(~ Date
575-060-33
RIGHT OF WAY
05~03
ADDENDUM P,~, 5 ~ ~
This is an Addendum to that certain Lease Agreement between the City of Miami Beach
and The State of Florida Department of Transportation dated the .~-.~-- ~ day of /~O~/'/... 2005
In addition to the provisions contained in said Agreement, the following terms and conditions shall be deemed to be ~ part thereof
pursuant to Paragraph 9 (b) of said Agreement:
Nothwithstandinq Clause 3 of the Lease Aqreement the Lessee shall pay rent for the renewal period at fair market value,
commencing at the renewal date.
Nothwithstanding Clause 7 of the Lease Agreement the Lessee, is a government entity and is self-insured.
All other terms and conditions of the Lease Agreement shall remain unchanged.
STATE OF FLORIDA
DEPARTMENT OF TRANSPORTATION
~/t~o, M~i~each By: ~~[ ~
~/~Le.~Pany Name, if applicable) Dis~t Secr'etar~ "~,~
By: ~/ · ,. John Martinez, P.E.
Print Name
Print Name
Title: Mayor Name/Title: Margaret Higgi'ns, Exec. Secretary
Print Name District Counsel
Title: City Clerk Michael Schloss, Esq.
Print Name
APPROVEO A~ TO
FORM & LANGUAGE
& i:OR EXECUTION
Item/Seg. No.: 4152301
· Managing Dist.: Six
StateRoad No.: MacArthur Causeway
County: Miami-Dade
Parcel No.: 6080 (RWMS 3250)
Second Addendum to Lease Agreement
This Agreement mad~this ~n'~ day of /t~o~O,I/,. 2005, is the Second Addendum to the Lease
Agreement dated .2Z ,~/~,~_//.- 025 between the Florida Department of Transportation and the City of
Miami Beach. The purpose of this agreement is to document the following changes to the Lease Agreement
between the parties:
1. Article 2, Use, Page 1, paragraph three is hereby deleted in its entirety and the following shall substitute:
Any activities in any way involving hazardous materials of any kind whatsoever as those may be defined
under state of federal laws or regulations, is specifically prohibited. The use of hazardous materials and
hazardous substances on the leased property is prohibited. Lessee shall be responsible for the performance
of and payment of any environmental remediation on the leased property that may arise out of the Lessee's,
or its respective officers, invitees, agents, employees, contractors, guests or licensees, activities on the
leased property, but excluding any claims resulting from the intentional or negligent acts of Lessor, and its
respective officers, employees, agents, invitees, guests, contractors and licensees. If any contamination,
either spread to or was released onto adjoining property as a result of Lessee's use of the leased property,
the Lessee shall be held similarly responsible. The Lessee shall indemnify, defend and hold harmless the
Lessor from any claim, loss, damage, cost, charge or expense arising out of such contamination caused by
the Lessee's use of the leased property.
2. Article 6, Page 2, Indemnification, the following shall be added: Notwithstanding anything contained
herein to the contrary, Lessee shall not be obligated or liable to Lessor, nor to any third parties, for any
costs, liabilities, expenses, losses, claims, or damages, including without limitation, reasonable attorney's
fees or disbursements at the trial level and all levels of appeal, in respect of claims relating to death of, or
injury to persons, or loss of, or damage to, property, and resulting from, arising out of or incurred in
connection with or during the performance of the Lease, for any amounts in excess of those limitations on
the statutory waiver of sovereign immunity provided under Florida Statute, Section 768.28 (or any
successor statute thereto), or with respect to any claims resulting from the intentional or negligent acts of
Lessor, its officers, invitees, Lessees employees, agents, guests, licenses, agents or contractors.
The forgoing additional conditions are hereby agreed by both parties at the date above mentioned for the
durati the ease Agreement.
Les State of Florida Department of
C Transportation ,
Name: David Dermer, Mayor Distrtc~ecreta~'
Witness: ~A,t~L~ ~96Ut~ ~.
Name: Robert Pareher, City Clerk Margaret Higgins
Executive Secretary
Attorney for City of Miami Beach Michael Schloss, Es~l.
~,PPROVE[~ AS ~ District General Counsel
City of MB 2~n~t L~NGUAGII~
& FOR EXEGUTION
EXHIBIT "A"
LEGAL DESCRIPTION
Commence ot the southe~:st corner of Lot 4.5, Block 111, os shown in
AMMENDED PLAT OF LOTS 4.5 TO 50 INCLUSIVE, BLOCK 111 OCEAN BEACH
ADDITION No 3, recorded in Plot Book 14, (it Poge 70, Public Records of
Miomi-Dode County, Florido; thence N `51' 09' 27" W, olong the eosterly line
of sold Block 111 for o distonce of 2`50.00 feet to o point of tongency;
thence run olong the orc of o curve concove to the southwest, hoving (]
centrol ongle of 59' 48' 21" ond o rodius of 79.54 feet, for o distonce of
83.0.5 feet to o point of t(]ngency; thence S 89' 02' 12" W, olong the
northerly line of the obove mentioned Block 111 for (] distonce of 90.50 feet
to the POINT OF BEGINNING of the troct of I(]nd herein described; thence
continue S 89' 02' 12" W for o distonce of t76.97 feet; thence S 20' 29'
48" E for o distonce of 46.41 feet to (] point of intersection with the
northerly line of obove mentioned Block 111; thence N 67' 5.5' 12" E, olong
the northerly line of sold Block tll for o distonce of 67.09 feet to o point
of tongency; thence run olong the orc of (] curve concove to the southe(]st,
hoving o centrol ongle of 21' 29' 00" (]nd o rodius of 266.50 feet for
distonce of 99.9.5 feet to the POINT OF BEGINNING.
Sold I(]nds IGc(ired, lying ond being in the City of Miomi Beoch, County of
Miomi-Dode, Florido, ond contoining 5192 squore feet more or less.
SURVEYOR'S NOTE:
Beorings (]nd dimentions shown in the described troct of Iond ore computed.
Due to construction the boundory of Block 111 hos not been determined in
the field. The informotion shown in the sketch ond leg(il description is
referenced to the Record Plot, Florido Deportment of Tronsportotion
Right-of-W(]y M(]p, Section 87060-2510 ond some field meosurements.
Beorings refer to Florid(] Deportment of Tronsportotion Right-of-Woy Mop
section 87060-2510, N 89' 02' 12" E in B(]se Line Survey.
I HEREBY CERTIFY: thor this SKETCH AND LEGAL DESCRIPTION
is correct Grid meets the Minimum Technicol Stondords for
Lond Surveying in the Store of Florido os set forth in Chopter
472.027 (F.S.) ond Chopter 61G17-6 of the Florido
Administrotive Code. Not volid without the signoture Grid
roised seol of o Florido Licensed Surveyor Grid Mopper.
~p~.~.J~. VARGAS
!
No. 2916
/ ZTATE OF FLORIDA
STATE OY FLORIDA
J A. VARGAS-City Surveyor DEPARTMENT OF TRANSPORTATION-DISTRIC VI
City of Miami Beach
1700 Convention Center Drive Item/Seg No.: :4152301
Miami Beach, Florida, 33139 Sec/Job No. :87060-2510
Tel:(305) 673 7080 (Ext. 6132) F.A.P. No. :N/A
Fax:(305) 673 7028 State Road No :A1A(..¢Arthur c
Field Work: 12/22/2003 County/Key/MM :Miami-Dade
Field Book' 1160 Page: 35 Parcel No :6080(RWMS#3250)
Sheet 1 of 3
EXHIBIT "A"
SKETCH OF LEGAL DESCRIPTION
50'
NW C(~N£R ~CTiON 3
~"28' (R~ MAP. U~D)
'
.]
BRIDGE t~T ~n
m' '~ 5th STREET
~ ~[~ ~ BLOCK 111 ~ ~-~.
R'216,~'
BULKH~D
P.O.C.
SC~ 1"=80'
~7 -' 7JiJ. VAR, GAS
/ P/S.M. No. ~916
STATE OF FLORIDA
STATE OF FLORIDA
J.A. VARGAS-City Surveyor DEPARTMENT OF TRANSPORTATION-DISTRIC VI
City of Miami Beach Item/Seg No. : :4152301
1700 Convention Center Drive
Miami Beach, Florida, 33139 Sec/Job No. :87060-2510
Tel:(305) 673 7080 (Ext. 6132) F.A.P. No. :N/A
State Road No :A1A(~,c ~h~ c ..... 7)
Fax:(305) 673 7028 County/Key/MM :Miami-Dade
Field Work: 12/22/2oo3 Parcel No :6080(RWMS#3250)
Field Book: 1160 Page: 35
Sheet 2 of 3
EXHIBIT "A"
LOCATION SKETCH
h
5 th S¥.
BLOCK 1 1 1
4 th ST.
SCHOOL
SCALE 1"=300'
STATE OF FLORIDA
J.A. VARGAS-City Surveyor DEPARTMENT OF TRANSPORTATION-DISTRIC VI
City of Miami Beach ]tem/Seg. No.: :4152301
1700 Convention Center Drive
Miami Beach, Florida, 33139 Sec/Job No. :87060-2510
Tel:(305) 673 7080 (Ext. 6132) F.A.P. No. :N/A
State Road No :A1A(~a¢ Arthur C ......y)
Fax:(305) 673 7028 County/Key/MM :Miami-Dade
Field Work: 12/22/2003 Parcel No :6080(RWMS#3250)
Field Book: 1160 Page: 35
Sheet 3 of