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HomeMy WebLinkAboutLEASE AGREEMENTPrepared by and return to: Stefanie Beskovoyne, Esq. !� City of Port St. Lucie Legal Dept. SCANNED 121 SW Port St. Lucie Blvd. BY Port St. Lucie, FL 34984 St. Lucie County Site Name McCarty Extension Location: Port St. Lucie, Florida RADIO TOWER SITE LEASE AGREEMENT THIS LEASE is entered into this day of 2016, by and between the CITY OF PORT ST. LUCIE, a Florida municipal corporation (the "City"), and ST. LUCIE COUNTY, FLORIDA, a political subdivision of the State of Florida (the "County"). WHEREAS, the City is the owner in fee simple of a parcel of land located in St. Lucie County, Florida, legally described and shown on the attached Exhibit "A"; and WHEREAS, the County is constructing a complete 800 MHZ Trunked Radio System (the "Radio System") for use by the County, the City of Port St. Lucie, Martin County, and all law enforcement/public safety agencies within St. Lucie and Martin Counties; and WHEREAS, the City has agreed to lease a portion of the property shown on Exhibit 'B" to the County foruse as a tower site for the Radio System; and NOW THEREFORE, in consideration of the mutual covenants set forth herein the parties agree as follows: 1. LEASED PROPERTY. The City leases to the County and the County leases from the City, a parcel of real property for the installation, operation,and maintenance of a 800 MHZ public safety governmental communication facility including a tower and associated equipment shelter (collectively, the "Tower"). Said parcel located at the McCarty Ranch Extension and is described in and shown on Exhibit `B" attached hereto and incorporated herein, shall be hereinafter referred to as ,the "Leased Premises." 2. TERMS AND RENEWALS. The initial term of the Lease shall be 30 years from the first date written above. Thereafter, the County shall have the option to extend the term of the Lease for four additional terms of five years each on the same terms and conditions as described in this Lease. In order to exercise this option, the County shall give the City 180-days written notice prior to the expiration of the then current term. Page 1 of 12 5:/ATTY/AGRRMNT/McCarty Ranch Radio Tower Lease Agreement 3. RENT. The County shall pay the City as rent for the Leased Premises each year during the term of this Lease the sum of $2,500.00. Rent payments to the City shall be made in advance. The initial rent payment shall be due within 15 days of the execution of this Lease by both parties. Thereafter, rent payments shall be due on or before each one year anniversary of this Lease. 4. COUNTY IMPROVEMENTS & PLANS. a) Improvements. The County may improve the Leased Premises by constructing a communications tower not to exceed 300 feet and ancillary support facilities and equipment structures (previously defined as the "Tower") on the Leased Premises. Antenna installations must meet all local, state, and national code standards including height and wind loading requirements. Prior to commencing construction, the County shall submit plans and specifications for all improvements to the City for the City's written approval, such approval not to be unreasonably withheld. No improvement, construction, installation or alteration shall be commenced until plans for such work have been approved by the City and all necessary permits have been properly issued. r. b) Prior to commencing construction, the County shall also provide the City with (i) (the name of the contractor that will be constructing the improvements, and (ii) a certificate of insurance from the contractor evidencing coverage in accordance with standard City insurance requirements for similar construction projects on City property. The contractor is subject to the prior written approval of the City, such approval not to be unreasonably withheld. All improvements shall be constructed in a workmanlike manner without the attachment of any liens to the Leased Premises and shall be completed in compliance with all applicable laws, rules, ordinances and regulations. c) In the event of a natural or manmade disaster, in order to protect the health, welfare, and safety of the community, the County may erect additional facilities, and install additional equipment on a temporary basis on the Leased Premises or at such other location as agreed to by the City in writing, to insure continuation of service. Such temporary service shall not exceed ninety (90) days without the written approval of the City. 5. USE OF LEASED PREMISES. The County shall use the Leased Premises for the construction, maintenance, and operation of a Tower for governmental public safety purposes, and for no other purpose. The County shall, at its expense, comply with all present and future federal, state and local laws, ordinances, rules and regulations (including but not limited to laws and ordinances relating to health, Page 2 of 12 S:/ATTy/AGRRMNT/McCarty Ranch Radio Tower Lease Agreement safety, radio frequency emissions and radiation) in connection with the use, operation, maintenance, construction and/or installation of the Leased Premises 6. FITNESS FOR USE, By taking possession of the Leased Premises, the County accepts the Leased Premises in the condition existing as of the commencement date. The City makes no representation or warranty with respect to the condition of the Leased Premises and the City shall not be liable for any latent or patent defect in the Leased Premises including but not limited to environmental issues. 7. REMOVAL OF EQUIPMENT UPON TERMINATION. The Tower and any prefabricated buildings shall remain the property of the County and the County shall, at the City's request, remove the Tower and prefabricated buildings upon termination of the Lease. Such removal shall be done in a workmanlike and careful manner and without interference or damage to any other equipment, structures or operations on the Leased Premises, including use of the Leased Premises by the City or any of the City's assignees or lessees. If, however, the County requests permission not to remove all or a portion of the Tower and/or prefabricated buildings, and the City consents to such non -removal, title to the Tower and/or prefabricated buildings shall thereupon transfer to the City and the same thereafter shall be the sole and entire property of the City, and the County shall be relieved of its duty to otherwise remove same. All other alterations, improvements and structures located or constructed on the Leased Premises (except for movable equipment and trade fixtures), shall become the property of the City upon termination of the Lease, except that the City may, by written notice to the County, require the County to remove all such improvements upon termination of the Lease. Any personal property, equipment or other improvements which are not removed prior to the effective date of termination of this Lease shall become the property of the City, at the City's option. a) Upon removal of the improvements (or portions thered as provided above, the County shall restore the affected area of the Leased Premises to the reasonable satisfaction of the City. b) All costs and expenses for the removal and restoration to be performed under this Section shall be borne by the County, and the County shall hold the City harmless from any portion thereof. c) Any obsolete or unused tower shall be removed upon termination of this Lease Agreement or after twelve (12) months of non-use at the County's expense. 8. BONDING. Prior to commencing any construction on the Leased Premises, the County shall require the contractor building the Tower to post a public construction bond in form and with a surety company reasonably acceptable to the Page 3 of 12 5:/ATTY/AGRRMNT/McCarty Ranch Radio Tower Lease Agreement City and in the amount of 100% of the construction cost as certified by the County's engineer of record, assuring that the improvements will be constructed without the attachment of any construction liens. 9. NET LEASE. The City shall not be required to make any expenditures of any kind in connection with this Lease or to make any repairs or improvements to the Leased Premises except for the City's own use of the Leased Premises, if any. The parties agree that this is a net Lease intended to assure the City the rent reserved on an absolute net basis. In addition to the Rent reserved above, the County shall pay to the parties entitled thereto all taxes, assessments, insurance premiums, maintenance charges, and any other charges, costs and expenses derived from the County's use of the Leased Premises. 10. MAINTENANCE. The County shall, at its own expense, maintain the Leased Premises and all improvements in good working order, condition, and repair. The County shall keep the Leased Premises free of debris and anything dangerous, noxious or offensive which would create a hazard or undue vibration, heat, noise or interference. In order to minimize disruption to the surrounding area, normal maintenance and repair to the Leased Premises shall be restricted to the hours of 7:00 a.m. to 6:00 p.m., Monday through Friday, excluding legal holidays. Emergency maintenance and repairs to the Leased Premises may be conducted as reasonably necessary. The County shall notify the City as soon as reasonably practicable regarding off -hour emergency maintenance and repair activities on the Leased Premises. The County agrees that should it fail to maintain the site building and fenced - in area, the City may provide such lawn and building maintenance as may be required and charge the County a fair market price for any services provided. 11. ACCESS. A revocable license is granted to the County and its agents for pedestrian and vehicular ingress and egress for the construction and maintenance of the Tower from the private access gate at Range Line Road. a) By the County. The City agrees that during the term of this Agreement, or its extensions, the County shall have reasonable ingress and egress on a 24-hour basis to the Leased Premises for the purpose of maintenance, installation, repair and removal of its communications equipment. It is agreed, however, that only authorized engineers, agents or employees of the County, or persons under the County's direct supervision, will be permitted to enter said Leased Premises to install, remove and/or repair Communications Equipment. Page 4 of 12 S./ATTY/AGRRMNT/McCarty Ranch Radio Tower Lease Agreement b) By City. The City and its agents shall have the right to enter the property at reasonable times to examine and inspect the Leased Premises. The City will notify the County in advance of its need to enter the Leased Premises and the City will arrange for personnel of the County to be present; except however, in the case of an emergency whereupon notification shall be given as soon as possible. 12. UTILITIES. The County shall be solely responsible for and promptly pay all charges for electricity, telephone and any other utility used or consumed by the County on the Leased Premises. The City shall advise the County of and fully cooperate with any Utility Company requesting an easement over and across the Leased Premises or other lands owned by the City, in order that such Utility Company may provide service to the County. The County shall have an electrical current meter installed at the Leased Premises. The cost of such meter and of installation, maintenance and repair thereof shall be paid by the County. The City and any Other Provider shall be responsible for their charges for electricity, telephone and any other utility. 13. LICENSE FEES. The County shall pay, as they become due and payable, all fees, charges, taxes and expenses required for license and/or permits required for or occasioned by the County's use of the Leased Premises. 14. DEFAULTS AND REMEDIES. It shall be a default of this Lease, if either party defaults in the performance of a covenant or condition of this Lease and does not cure such default within thirty (30) days from receipt of written notice from the other party specifying the default. In instances where a default cannot reasonably be cured within (30) days from the receipt of written notice, the party receiving the notice shall not be deemed to be in default if that party commences to cure the default within the thirty (30) day period and thereafter, diligently pursues such cure to completion. 15. DAMAGE OR DESTRUCTION. If the Tower support facilities, or any portion of the Tower is destroyed or damaged so as to materially hinder effective use of the Tower through no fault or negligence of the County, the County may repair the damage or elect to terminate this Lease upon thirty (30) days' written notice to the City. In such event, and at the City's request, the County shall promptly remove the Tower from the Leased Premises and the parties shall proceed as set forth in paragraph 7 above. This Lease (and the County's obligation to pay rent) shall terminate upon the County's fulfillment of the obligations set forth in the preceding sentence, at which termination the County shall be entitled to the reimbursement of any Rent prepaid by the County. The City shall have no obligation to repair any damage to any portion of the Leased Premises. Page 5 of 12 S:/ATTY/AGRRMNr/McCarty Ranch Radio rower Lease Agreement 16. INDEMNIFICATION. a) Disclaimer ofLiability. The City shall not at any time be liable for injury or damage occurring to any person or property from any cause whatsoever arising out of the County's construction, maintenance, repair, use, operation, condition or dismantling of the Leased Premises except for any such injury or damage directly caused by the City's negligence or intentional act. b) Indemnification. Subject to the provision of Section 768.28, Florida Statutes, and without limiting any rights the County may have under statutory or common law sovereign immunity or other applicable law, the County agrees to indemnify and hold harmless the City from and against any actions at law to recover damages in tort for money damages for injury or loss of property, personal injury, or death arising out of this Lease and caused by the negligent or wrongful act or omission of any employee of the County while acting within the scope of his or her office or employment under circumstances in which the County, if a private person, would be liable to the claimant, in accordance with the general laws of the State of Florida. 17. HOLDING OVER. Any holding over after the expiration of the term hereof, with the consent of the City, shall be construed to be a tenancy from month to month, and shall otherwise be for the term and on the conditions herein specified, so far as applicable. 18. TESTS. The County is hereby given the right to survey, radio coverage test, and conduct any other investigations needed to determine if the location of the Leased Premises is suitable for construction and installation of its Tower and ancillary equipment throughout the term of this Agreement. 19. ZONING AND PERMITTING. The City acknowledges that, following the execution of this Lease, the County will be contacting the appropriate local governmental agencies for the purpose of the County obtaining all building permits and approvals, zoning changes and/or approvals, variances, use permits and other governmental permits and approvals ("Local Permits") necessary for the construction, operation and maintenance of a radio communications facility and related antennas, cables, conduits, wires and electronic and other equipment on the Leased Premises. The City agrees to fully cooperate with the County in obtaining the Local Permits and, without limiting the generality of the foregoing, to execute any applications, maps, certificates or other documents that may be required in connection with the Local Permits_ 20. APPROVAL AND CONSENT BY PARTIES. Whenever under this Lease, the consent or approval of either party is required or a determination must be made Page 6 of 12 5:/ATTy/AGRRMNT/McCarty Ranch Radio Tower Lease Agreement by either party, no such consent or approval shall be unreasonably withheld or delayed, and all such determinations shall be made on a reasonable basis and in a reasonable manner. Nothing herein shall be construed, however, to commit the City in advance to the approval of any development or permit approvals, including but not limited to zoning approvals or building permits. 21. SAFE INSTALLATION AND OPERATION OF EQUIPMENT. The County covenants and agrees that all Communications Equipment, its installation, operation and maintenance will: a) Not irreparably damage any existing City building or structure and accessories thereof. b) Not interfere with City facilities or equipment. c) Comply with all applicable codes, laws, rules and regulations of the Federal Communications Commission ("FCC"), the Federal Aviation Administration ("FAA'), the City, the County and the State of Florida and any other applicable law, rule or regulation which now, or in the future, exists. 22. QUIET ENJOYMENT. The City covenants that if the County pays the rent and performs its obligation under this Lease, neither the City nor any -party acting on behalf of the Citywill disturb the County'squiet enjoyment of the Leased Premises subject to the terms of this Lease. 23. PARAGRAPH HEADINGS. Paragraph captions and headings are for convenience of reference only and in no way shall be used to construe or modify the provisions set forth in this Agreement. 24. INTERPRETATION AND ENFORCEMENT. This Lease and the performance thereof shall be governed, interpreted, construed and regulated by the laws of the State of Florida and venue, for all purposes shall be in St. Lucie County, Florida. 25. ATTORNEY'S FEES AND COSTS. In connection with any enforcement action to enforce the provisions and the rights granted by this Lease, or should litigation arise out of this Lease, the prevailing party, whether the City or the County, shall be entitled to recover all expenditures including reasonable attorney's fees and legal assistant fees for services rendered in connection therewith, including appellate proceedings and post judgment proceedings 26. MEDIATION. In the event of a dispute between the parties in connection with this Contract, the parties agree to submit the disputed issue or issues to a mediator for nonbinding mediation prior to filing a lawsuit. The parties shall agree on a mediator chosen from a list of certified mediators available from the Clerk of Page 7 of 12 5:/ATfY/AGRRMNT/McCarty Ranch Radio Tower Lease Agreement Court for St. Lucie County. The fee of the mediator shall be shared equally by the parties. To the extent allowed by law, the mediation process shall be confidential and the results of the mediation or any testimony or argument introduced at the mediation shall not be admissible as evidence in any subsequent proceeding concerning the disputed issue. 27. NOTICES. Any notice, payment, demand, or communication required or permitted to be given by any provision of this Agreement shall be in writing and shall be deemed to have been delivered and given for all purposes, whether or not the same is actually received, if sent by registered or certified mail, postage and charges prepaid, and addressed to the parties at the following addresses: o As to Port St. Lucie: With a copy to: City of Port St. Lucie City Manager City of Port St. Lucie Attorney City of Port St. Lucie City of Port St. Lucie 121 SW Port St. Lucie Boulevard 121 SW Port St. Lucie Boulevard Port St. Lucie, Florida 34984 Port St. Lucie, Florida 34984 As to County: St. Lucie County Administrator 2300 Virginia Avenue Fort Pierce, Florida 34982 With a copy to: St_ Lucie County Attorney 2300 Virginia Avenue Fort Pierce, Florida 34982 or to such other address as the parties may from time to time specify by writing. Any such notice may at any time be waived by the person entitled -to receipt of such notice. 28. SEVERABILITY. If any paragraph, section, provision, sentence, clause, or portion of this Agreement, or any application thereof to any person or circumstance, is determined to be illegal, invalid or unenforceable, such determination shall in no way affect the legality, validity or enforceability of any other paragraph, section, provision, sentence, clause or portion of this Agreement, or any different application of the affected portion. And any such affected portion or provision shall be modified, amended, or deleted to the extent possible, permissible and necessary to give the fullest effect to the purposes of the parties and of this Agreement the unaffected portions of which shall be enforced to the fullest extent permitted by law; and the parties hereby declare that they would have agreed to the remaining portions or applications of this Agreement if they had known that such affected provisions or portions thereof would be determined to be illegal, invalid, or unenforceable. Page 8 of 12 5:/ATTY/AGRRMNT/McCarty Ranch Radio Tower Lease Agreement 29. SUBLETTING TRANSFER OR ASSIGNMENT OF ENTIRE SITE. The County may not, without the express written consent of the City, assign this Lease Agreement or, sublet, lease, or assign total site management responsibility or any rights conveyed under this Lease. 30. ENTIRE AGREEMENT AND BINDING EFFECT. This Lease and any attached exhibits signed and initialed by the parties constitutes the entire Lease between the City and the County, no prior written or contemporaneous or subsequent oral promises or representations shall be binding. This Lease shall not be amended or changed except by written instrument signed by both parties hereto. The provisions of this Agreement shall be binding upon and inure to the benefit of the heirs, executors, administrators, successors and assigns of the parties, but this provision shall in no way alter the restriction hereon in connection with assignment subletting by the County- 31. RECORDING; TITLE INSURANCE. The City and the County agree that this Lease Agreement will be forwarded for recording in the Official Records for St. Lucie County, Florida, and the parties agree to take such actions as may be necessary to permit such recording. The County, at the County's option and expense, may obtain title insurance on the Leased Premises. The City shall cooperate with the County's efforts to obtain such title insurance by executing documents or, at the County's expense, obtaining documents required by the title insurance company. If title is found to be defective, the County reserves the right to terminate this Lease Agreement. Upon such termination, the County shall have no further obligations under this Lease Agreement except for those obligations which the parties have agreed will survive the termination of the Lease Agreement: - - 32. NON -WAIVER. The rights and remedies ofthe parties under this Lease shall be cumulative and the failure of either party to exercise properly any rights or remedy given hereunder shall not operate to forfeit any of the said rights or remedies nor shall the exercise of any right or remedy preclude the exercise of any other appropriate right or remedy. 33. INSURANCE. The City acknowledges that the County is a self -insured government entity. Thus, County shall use only insured contractors or subcontractors ("Contractors") for all installation, location, operation, maintenance, repair and/or use of their equipment on the Leased Premises. Insurance requirements for the County's Contractors are contained in Exhibit "C" attached hereto and are incorporated herein by this reference. 34. TERMINATION. After Twenty (20) years of the initial term of this Lease Agreement have elapsed, the City may cancel this Lease Agreement with One Hundred Twenty (120) days advance written notice without further obligation or Page 9 of 12 5:/A7TV/AGRRMNT/McGrry Ranch Radio Tower Lease Agreement liability if City decides the Tower unreasonably interferes with the City's ability to provide service to its customers or there exists a safety concern or by breach of any other provision of this Lease Agreement. In the event of a termination under this paragraph, the City will utilize reasonable efforts to identify a comparable location on City -owned property upon which to relocate the Tower. The City and the County agree to share the costs of relocation in the event of a termination under this paragraph. IN WITNESS WHEREOF, the parties hereto have caused this instrument to be signed in their respective names by their proper officials and under their official seals this day of 2016. [SIGNATURE PAGES FOLLOW] Page 10 of 12 5:/ATTV/AGRRMM/McCarty Ranch Radio Tower Lease Agreement Signed, sealed and delivered in the presence of - Witness Print Name Witness Print Name STATE OF FLORIDA ) ) ss COUNTY OF ST. LUCIE ) CITY OF PORT ST. LUCIE, a Florida municipal corporation L-A Jeffrey A. Bremer, City Manager The foregoing instrument was acknowledged before me this day of , 2016 by Jeffrey A. Bremer, as City Manager of the City of Port St. Lucie, a Florida municipal corporation, on behalf of the City of Port St. Lucie. o He is personally known to me. NOTARY SEAL/STAMP APPROVED AS TO FORM AND CORRECTNESS M Interim City Attorney Notary Public (Print Name of Notary) Notary Public, State of My Commission expires Page 11 of 12 SjATN/AGRRMNT/McCarty Ranch Radio Tower Lease Agreement Signed, sealed and delivered in the presence of t�" Witness 1-14 - S Print ame Witness STATE OF FLORIDA ) )SS COUNTY OF ST. LUCIE ) ST. LUCIE COUNTY, a Florida political subdivision j` Administrator 136Ci rypvm Aa/7j,2.0lf The foregoing instrument was acknowledged before me this 1-1 day of t-1 n" I , 2016 by Howard Tipton, as County Administrator of St. Lucie County, a Florida political subdivision, on behalf of St. Lucie County. ❑ He is personally known to me. STEPHMIE BUSH .. Commission # FF 19611s 1� Expires March 27, 2919 �,�.� B TWTmrPoe,WvvKa6op 7010 NOTARY SEAL/STAMP APPROVED AS TO FORM AND CORRrE,CTNESS Daniel Notary Public `JYCt�t ZG1e_c C. Ill Sh (Print Name of Notary) Notary Public, State of P7L. My Commission expires' 2- f Attorney Page 12 of 12 VATN/AGRRMNT7MCCarty Ranch Radio Tower Lease Agreement LEGAL DESCRIPTION: LAND LEASE TOWER SITE A PARCEL OF LAND LYING IN SECTION 33, T-37-S, R-38-E, ST. LUCIE COUNTY, FLORIDA. SAID PARCEL BEING MORE PARTICULARLY DESCRIBED AS FOLLOWS: COMMENCE AT THE SOUTHEAST CORNER OF SECTION 33, T-37-S, R-38-E; THENCE N 000 09' 22" W ALONG THE EAST LINE OF SAID SECTION 33 A DISTANCE OF 290.74' TO A POINT ON THE NORTH RIGHT OF WAY LINE OF SFWMD CANAL C-23; THENCE S 89° 49, 19,, W ALONG SAID NORTH RIGHT OF WAY LINE A DISTANCE OF 1295.39' TO THE POINT OF BEGINNING; THENCE N 00' 09' 22" W AND PARALLEL WITH THE EAST LINE OF SECTION 33, T-37-S, R-38-E A DISTANCE OF 467.00'; THENCE N 89' 49' 19" E A DISTANCE OF 467.0'; THENCE S 00° 09' 22" E A DISTANCE OF 467.00' TO A POINT ON THE NORTH RIGHT OF WAY LINE OF SFWMD CANAL C-23; THENCE S 890 49' 194' W ALONG SAID NORTH RIGHT OF WAY LINE A DISTANCE OF 467.00' TO THE POINT OF BEGINNING. SAID PARCEL CONTAINING 5.0 ACRES MORE OR LESS: SURVEYOR NOTES: 1. THIS IS NOT A BOUNDARY SURVEY. 2, THE ABOVE LEGAL DESCRIPTION WAS PREPARED BY THE UNDERSIGNED SURVEYOR AND MAPPER. 3. BEARING BASE: THE EAST LINE OF SECTION 33, T-37-S, R-38-E IS TAKEN TO BEAR N 000 09' 22" W AND ALL OTHER BEARINGS ARE RELATIVE THERETO. 4. REFERENCES UTILIZED ARE AS FOLLOWS; PARENT TRACT LEGAL DESCRIPTION AS RECORDED IN OFFICIAL RECORD BOOK 3639, PAGE 2060 OF THE PUBLIC RECORDS OF ST..LUCIE COUNTY, FLORIDA. 5. SEE SHEET 1 OF 2 FOR SKETCH OF LEGAL DESCRIPTION. CERTIFICATE: I hereby certify that the sketch of legal description represented hereon, dated this 2Z day of Fe_..4 , 2016, is true and correct to the best of my knowledge and belief, and meets the Standards of Practice set forth by the Florida Board of Surveyors and Mappers in Chapter 53-17.052, Florida Administrative Code, pursuant to Section 472.072 Florida Statutes. NOTE: NOT VALID WITHOUT THE SIGNATURE AND THE ORIGINAL RAISED SEAL OF A FLORIDA LICENSED SURVEYOR AND MAPPER (�9/ PROFESSIONAL SURVEYOR AND MAPPER RONALD H. HARRIS STATE OF FLORIDA NO.4198 rF LAND LEASE AREA PUBLIC SAYM TQMER SITE