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HomeMy WebLinkAbout2003 - FIND Proj - Seb Train StationCITY OF HOME OF PELICAN ISLAND 1225 MAIN STREET • SEBASTIAN, FLORIDA 32958 TELEPHONE: (772) 589-5330 • FAX (772) 589-5570 June 15, 2006 David Roach, Executive Director Florida Inland Navigational District 1314 Marcinski Road Jupiter, FL 33477 RE: Old Sebastian Train Depot Dear Mr. Roach: Last night at the June 14, 2006 Regular City Council meeting, Council adopted Resolution No_ R-06-13 renouncing the historic train depot graciously offered by the District in 2003. If you have any questions regarding Council's actions do not hesitate to contact Enclosure SURPLUS, REMOVAL, AND TEMPORARY LEASE AGREEMENT This SURPLUS, REMOVAL, AND TEMPORARY LEASE AGREEMENT ("AGREEMENT") is made and entered into this �l^ day of n-= e , 2003, between "the Parties, the Florida Inland Navigation District, an independent special district existing under the laws of the State of Florida (the "DISTRICT'), and the City of Sebastian, a political subdivision of the state of Florida, ("the CITY"). WITNESSETH: WHEREAS, the DISTRICT is the owner in fee simple of a parcel of land in Indian River County, Florida, designated as Dredged Material Management Area IR -2 which contains the Old Sebastian Train Station (the "Station"); and WHEREAS, the CITY desires to remove and relocate the Station onto other property owned by the CITY for the purpose of preserving and restoring the Station for public enjoyment and visitation. WHEREAS, the DISTRICT is of the opinion that such use by the CITY pursuant to the provisions of this AGREEMENT is in the public interest and has declared the Station surplus to the CITY for such purposes, and WHEREAS, the DISTRICT has determined that this AGREEMENT is the appropriate way to accomplish this project subject to the following terms and conditions. NOW THEREFORE, in consideration of the promises and mutual covenants and agreements contained herein, the receipt and sufficiency of which is hereby acknowledged, it is agreed by the parties hereto: 1. RECITALS: The recitals contained herein above are true and correct and incorporated herein by reference. 2. LEASE: The DISTRICT hereby leases to the CITY the property hereinafter known as the "Leased Premises" as described in paragraph 4 below, subject to the terms and conditions set forth herein. 1 3. PROJECT MANAGEMENT: The Project Manager for the DISTRICT is its Executive Director and all correspondence and communications from the CITY shall be directed to him/her. The Project Manager shall be responsible for overall coordination and oversight related to the performance of this AGREEMENT. 4. DESCRIPTION OF THE LEASED PREMISES: The Leased Premises which is subject to this AGREEMENT, is situated in Indian River County, State of Florida, as described in Exhibit A, attached hereto and made a part of this AGREEMENT. 5. EXISTING CONDITIONS: The CITY agrees to accept the Leased Premises and the Station in AS IS CONDITION. 6. TERM: The term of this AGREEMENT shall be for a three (3) month period. Rent shall be one ($1.00) dollar paid in advance. Prepayment of the rent shall not affect in any way the DISTRICT's rights under paragraph 24 below. The lease period shall commence on the date of execution. 7. PURPOSE: The CITY shall utilize the Leased Premises to remove the Station from the Leased Premises to a site selected by the CITY. 8. SURPLUS AND TRANSFER OF PROPERTY: The DISTRICT through this AGREEMENT surpluses and transfers ownership of the Station to the CITY. The CITY agrees to accept the Station in its current condition and to be responsible for its removal from the Leased Premises within the term set forth above. 9. ACKNOWLEDGEMENT OF TRANSFER: The CITY shall install a sign at the new location of the Station acknowledging the DISTRICT's donation and transfer of the Station to the CITY. 10. QUIET ENJOYMENT AND RIGHT OF USE: The CITY shall have the right of ingress and egress to, from, and upon the Leased Premises for all purposes that do not conflict with the DISTRICT's and the United States of America's Dredge Material Management Program, however, use of the property is restricted to day light hours for the quiet enjoyment of the neighboring property owners. 2 11. UNAUTHORIZED USE: The CITY shall, through its agents and employees, prevent the unauthorized use of the Leased Premises or any use thereof not in conformance with this AGREEMENT. 12. ASSIGNMENT: This AGREEMENT shall not be assigned in whole or in part without the prior written consent of the DISTRICT. Any assignment made either in whole or in part without the prior written consent of the DISTRICT shall be void and without legal effect; provided, however, the District acknowledges and agrees that the CITY may utilize the services of third party movers, engineers, etc., in the performance of this removal project, and any such third party contracts for such purpose shall require them to abide by the terms and conditions of this AGREEMENT. 13. EASEMENTS: No easements may be granted by the CITY. 14. SUBLEASES: This AGREEMENT is for the purposes specified herein, and subleases of any nature are prohibited without the prior written approval of the DISTRICT. Any sublease not approved in writing by DISTRICT shall be void and without legal effect. 15. RIGHT OF INSPECTION: The DISTRICT or its duly authorized agents, representatives or employees shall have the right at any and all times to inspect the Leased Premises and the works and operations of the CITY in any matter pertaining to this LEASE. 16. PLACEMENT AND REMOVAL OF IMPROVEMENTS: Any equipment, supplies, or improvements placed on the property by the CITY in accordance with a plan approved by the DISTRICT shall be removed by the CITY at the termination of this LEASE. No trees, other than non-native species, shall be removed or major land alterations done without the prior written approval of the DISTRICT. 17. INSURANCE BY CITY: In consideration for the privilege herein granted, the CITY shall not claim any damages from the DISTRICT in connection with or on account of, and as between the parties shall be solely responsible for, any injuries or damages arising in or on the Leased Premises while being used by the CITY and its agents, representatives, and employees. The DISTRICT does not warrant or represent 3 that the Lease Premises are safe or suitable for the purpose for which CITY is permitted to use it, and the CITY assumes all risks in its use. The CITY, and any contractors and sub -contractors utilized by CITY pursuant to this AGREEMENT, shall have public liability and workmen's compensation insurance in the amount of not less than one million dollars ($1,000,000.00) and shall name the DISTRICT and the U.S. Army Corps of Engineers as additional insureds on such policy or policies. the CITY shall also provide for not less than thirty (30) days' prior written notice to the DISTRICT in the event of cancellation thereof. The CITY, prior to entering upon the Leased Premises, shall provide to DISTRICT copies of said insurance policies or certificates of insurance showing conformity with this provision. The CITY shall provide and keep in force such other insurance and in such amount as may from time to time be required by the DISTRICT against such other insurable hazards as at the time are commonly insured against in the case of other premises similarly situated or similarly utilized. It is specifically understood and agreed that in no event shall the DISTRICT or any interest of the DISTRICT in the Leased Premises or any portion thereof be liable for or subject to any construction lien or liens for improvements or work made by or for the CITY; and this AGREEMENT specifically prohibits the subjecting of DISTRICT's interest in the Leased Premises or any portion to any construction lien or liens for improvements made by the CITY which the CITY is responsible for payment under the terms of this AGREEMENT. All persons dealing with the CITY are hereby placed upon notice of this provision. All memoranda and short forms of this AGREEMENT which shall be recorded among any public records shall contain the provisions set forth above in this paragraph; provided, however, nothing contained in this sentence shall permit or authorize the recording of and memorandum or short form of this AGREEMENT other than by the DISTRICT. 18. ADDITIONAL INSURANCE: The CITY shall require any third party contractors, engineers, consultants, etc., to maintain insurance in the amounts and types indicated above and shall furnish the DISTRICT copies of the Certificates of Insurance. 4 19. NO WAIVER OF BREACH: The failure of the DISTRICT to insist in any one or more instances upon strict performance of any one or more of the convenants, terms and conditions of this LEASE shall not be construed as a waiver of such covenants, terms or conditions, but the same shall continue in fall force and effect, and no waiver of the DISTRICT of any of the provisions hereof shall in any event be deemed to have been made unless the waiver is set forth in writing and signed by the DISTRICT. 20. COMPLIANCE WITH LAWS: The CITY agrees that this AGREEMENT is contingent upon and subject to the CITY obtaining all applicable permits and complying with all applicable permits, regulations, ordinances, rules, and laws of the State of Florida or the United States or of any political subdivision or agency of either. 21. NOTICE: All notices given under this AGREEMENT shall be in writing and shall be served by certified mail to the last address of the party to whom notice is to be given, as designated by such party in writing. The DISTRICT and the CITY hereby designate their address as follows: TO DISTRICT: Florida Inland Navigation District 1314 Marcinski Road Jupiter, Florida 33477 Attn: Executive Director TO CITY: City of Sebastian 1225 Main Street Sebastian, Fl. 32958 Attn: City Manager Copies of all Notices shall also be delivered to the DISTRICT'S Project Manager. 22. BREACH OF COVENANTS, TERMS, OR CONDITIONS: Should the CITY breach any of the convenants, terms, or conditions of this AGREEMENT, DISTRICT shall give written notice to the CITY to immediately remedy such breach. In the event CITY fails to immediately remedy the breach to the satisfaction of the 5 DISTRICT upon receipt of written notice, or longer period if it is not capable of being immediately cured but the CITY has commenced the cure, the DISTRICT may either terminate this AGREEMENT and recover from the CITY all damages the DISTRICT may incur by reason of the breach including, but not limited to, the cost of recovering the Leased Premises and attorney's fees; or maintain this AGREEMENT in full force and effect and exercise all rights and remedies herein conferred upon DISTRICT. 23. DAMAGE TO THE PREMISES: The CITY agrees that it will not do, or cause to be done, in, on, or upon the Leased Premises or as affecting said Leased Premises, any act which may result in damage or depreciation of value to the Leased Premises, or any part thereof. Any alterations to the property caused by the CITY shall be restored to their original conditions. 24. HAZARDOUS MATERIALS: The CITY agrees that, during the term of this lease, it: A. Shall keep or cause the Leased Premises to be kept free of hazardous wastes or substances. B. Shall not cause or permit, as a result of any intentional or unintentional act or omission on the part of the CITY or any assignees, a release of hazardous wastes or substances onto the Leased Premises. C. Shall comply with and ensure compliance by its employees and all others under its direction with all applicable federal, state, and local laws, ordinances, rules, and regulations. D. The terms "hazardous waste", "hazardous substance", "disposal", "release", and "threatened release", if used in this lease, shall have the same meaning as set forth in the Comprehensive Environmental Response, Compensation, and Liability Act of 1980, as amended, 42 U.S.C. Section 9601, et seq. (CERCLA"), the Superfund Amendments and Reauthorization Act of 1986, Pub. L. No. 99-499 ("SARA"), the Hazardous Materials Transportation Act, 49 U.S.C. Section 1801, et seq., the Resource Conservation and recovery Act, 49 U.S.C. Section 6901 et seq., the Florida Resource and Management Act, Chapter 403, Florida Statutes, the Pollution, Spill, Prevention, and Control Act, 6 Chapter 376, Florida Statutes, or any other applicable state or federal laws, rules, or regulations adopted pursuant to any of the foregoing. E. Shall immediately provide the DISTRICT with notice of any release or threatened release of hazardous waste within the Leased Premise, and shall immediately provide the DISTRICT with notice of any injury or action taken by any local, state, or federal governmental body with respect to hazardous waste within the Leased Premises. F. Shall remove any hazardous waste or hazardous substances which exceed allowable levels in the ground or the groundwater within the Leased Premises, arising from the CITY' use of the Leased Premises. 25. SURRENDER OF PREMISES: Upon termination or expiration of this LEASE, the CITY, shall surrender the Leased Premises to the DISTRICT. 26. PROHIBITIONS AGAINST LIENS OR OTHER ENCUMBRANCES: Fee title to the Leased Premises is held by the DISTRICT. the CITY shall not do or permit anything to be done which purports to create a lien or encumbrance of any nature against the real property contained in the Leased Premises including, but not limited to, mortgages or construction liens against the Leased Premises or against any interest of the DISTRICT therein. 27. PARTIAL INVALIDITY: If any term, covenant, condition, or provision of this AGREEMENT shall be ruled by a court of competent jurisdiction to be invalid, void, or unenforceable, the remainder of the provisions shall remain in full force and effect and shall in no way be affected, impaired or invalidated. 28. DUPLICATE ORIGINALS: This AGREEMENT is executed in duplicate originals, each of which shall be considered an original for all purposes. 29. ENTIRE UNDERSTANDING: This AGREEMENT sets forth the entire understanding between the Parties and shall only be amended with the prior written approval of the Parties. 30. MAINTENANCE OF IMPROVEMENTS: The CITY shall maintain the real property contained within the Leased Premises and the improvements located thereon (other than the station) in a state of good condition, working order, and repair including, but not limited to, keeping the Leased Premises free of trash or litter, meeting all building and safety codes in the location situated. 31. GOVERNING LAW: This AGREEMENT shall be governed by and interpreted according to the laws of the State of Florida. 32. SECTION CAPTIONS: Articles, subsection and other captioned contained in this LEASE are for reference purposes only and are in no way intended to describe, interpret, define or limit the scope or extent of intent of this AGREEMENT or any provisions thereof. 33. ATTORNEY'S FEES: In the event of any litigation arising out of or resulting from this AGREEMENT, the venue of such litigation shall be had only in the state courts in Palm Beach County, Florida. The prevailing party in such litigation shall be entitled to its costs and reasonable attorney's fees (at trial, appellate, and post- judgment proceeding levels). IN WITNESS WHEREOF, the parties have caused this AGREEMENT to be executed on the day and year first written above. ATTEST: BY: FLORIDA INLAND NAVIGATION DIST 1 BY / �Z: Executive Director s Exhibit A • LEGAL DESCRIPTION: BEING A PART OF SECTIONS 16, 17, 20 AND 21, TOWNSHIP 31 SOUTH, RANGE 39 EAST BEING MORE FULLY DESCRIBED AS FOLLOWS: ALL OF GOVERNMENT LOT 3. LYING SOUTH OF THE SOUTH RIGHT-OF-WAY OF LATERAL DITCH NO. 4, ALL OF GOVERNMENT LOT 4 LYING EAST OF THE EAST RIGHT-OF-WAY LINE OF U.S. HIGHWAY NO. 1 AND SOUTH OF THE SOUTH RIGHT-OF-WAY LINE OF LATERAL DITCH NO. 4, LESS LANDS DESCRIBED IN OFFICIAL RECORDS BOOK 913 PAGE 2314 PUBLIC RECORDS OF INDIAN RIVER COUNTY, FLORIDA, ALL OF GOVERNMENT LOT 5 LYING EAST OF THE EAST RIGHT-OF-WAY LINE OF U.S. HIGHWAY NO. 1, ALL OF GOVERNMENT LOT 6 LYING EAST OF THE EAST RIGHT-OF-WAY LINE OF U.S. HIGHWAY NO. 1, ALL OF THE ABOVE LOCATED IN SECTION 17, TOWNSHIP 31 SOUTH, RANGE 39 EAST, TOGETHER 'NTH THE FOLLOWING: ALL OF GOVERNMENT LOT 1, LOCATED IN SECTION 16, TOWNSHIP 31 SOUTH. RANGE 39 EAST, TOGETHER WITH THE FOLLOWING: ALL OF GOVERNMENT LOT 1, LOCATED IN SECTION 21, TOWNSHIP 31 SOUTH, RANGE 39 EAST, TOGETHER WITH THE FOLLOWING: ALL OF THE NORTHEAST QUARTER OF THE NORTHEAST QUARTER SECTION 20, TOWNSHIP 31 SOUTH, RANGE 39 EAST, LYING EAST OF THE EAST RIGHT- OF-WAY LINE OF U.S. HIGHWAY NO. 1. ALL OF THE ABOVE LOCATED A14D BEING IN INDIAN RIVER COUNTY FLORIDA AND CONTAINING 179.45 ACRES MORE OR LESS. CERTIFICATE OF COVERAGE Certificate Holder Administrator Issue Date 10/17/03 BDM MR DAVID K ROACH EXECUTIVE DIRECTOR Florida League of Cities, Inc. FLORIDA INLAND NAVIGATION DISTRICT & Public Risk Services THE U S ARMY CORPS OF ENGINEERS P.O. Box 530065 Orlando, Florida 32853-0065 1314 MARCINSKI ROAD JUPITER FL 33477 COVERAGES THIS IS TO CERTIFY THAT THE AGREEMENT BELOW HAS BEEN ISSUED TO THE DESIGNATED MEMBER FOR THE COVERAGE PERIOD INDICATED. NOTWITHSTANDING ANY REQUIREMENT, TERM OR CONDITION OF ANY CONTRACTOR OTHER DOCUMENT WITH RESPECT TO WHICH THIS CERTIFICATE MAYBE ISSUED OR MAY PERTAIN, THE COVERAGE AFFORDED BY THE AGREEMENT DESCRIBED HEREIN IS SUBJECT TO ALL THE TERMS, EXCLUSIONS AND CONDITIONS OF SUCH AGREEMENT. COVERAGE PROVIDED BY: FLORIDA MUNICIPAL INSURANCE TRUST AGREEMENT NUMBER: FMIT 0539 COVERAGE PERIOD: FROM 10/1/03 1 COVERAGE PERIOD: TO 10/1/04 12:01 AM Standard Time TYPE OF COVERAGE - LIABILITY TYPE OF COVERAGE - PROPERTY General Liability ❑ Buildings ❑ Miscellaneous ® ❑ Basic Form ❑ Inland Marine Comprehensive General Liability, Bodily Injury, Property Damage and Personal Injury ❑ Special Form ❑ Electronic Data Processing ® Errors and Omissions Liability ❑ Personal Property ❑ Bond ® Supplemental Employment Practice ❑ Basic Form ❑ ® Employee Benefits Program Administration Liability ❑ Special Form ® Medical Attendants'/Medical Directors' Malpractice Liability ❑ Agreed Amount ® Broad Form Property Damage ❑ Deductible N/A ® Law Enforcement Liability ❑ Coinsurance NIA ® Underground, Explosion & Collapse Hazard ❑ Blanket ❑ Specific Limits of Liability ❑ Replacement Cast * Combined Single Limit ❑ Actual Cash Value Deductible Stoploss $25,000 Automobile Liability bi_ _ Limfte#kfabltitya File -with Administrator--_ -.. ❑ All owned Autos (Private Passenger) TYPE OF COVERAGE - WORKERS' COMPENSATION ❑ All owned Autos (Other than Private Passenger) ❑ Hired Autos ® Statutory Workers' Compensation ❑ Non -Owned Autos ® Employers Liability $1,000,000 Each Accident $1,000,000 By Disease $1,000,000 Aggregate By Disease Limits of Liability * Combined Single Limit ❑ Deductible N/A Deductible N/A ❑ Automobile/Equipment— Deductible ❑ Physical Damage N/A - Comprehensive - Auto N/A - Collision - Auto N/A - Miscellaneous Equipment Other The limit of liability is $100,000 Bodily Injury and/or Property Damage per person or $200,000 Bodily Injury and/or Property Damage per occurrence. These _specific limits of liability are increased to $1,000,000 (combined single limitjper occurrence, solely -for any liability resulting from entry of a claims bill pursuant to-- o_Section Section768.28 (5) Florida Statutes or liability imposed pursuant to Federal Law or actions outside the State of Florida. Description of Operations/Locations/Vehicles/Special Items RE: LEASE HOLD The certificate holder is hereby added as an additional insured, except for Workers' Compensation and Employers Liability, as respects the member's liability for the above described event. THIS CERTIFICATE IS ISSUED ASA MATTER OF INFORMATION ONLY AND CONFERS NO RIGHTS UPON THE CERTIFICATE HOLDER. THIS CERTIFICATE DOES NOT AMEND, EXTEND OR ALTER THE COVERAGE AFFORDED BY THE AGREEMENT ABOVE. DESIGNATED MEMBER CANCELLATIONS SHOULD ANY PART OF THE ABOVE DESCRIBED AGREEMENT BE CANCELLED BEFORE THE EXPIRATION DATE THEREOF, THE ISSUING COMPANY WILL ENDEAVOR TO MAIL 45 DAYS MS DEBRA KRUEGER WRITTEN NOTICE TO THE CERTIFICATE HOLDER NAMED ABOVE, BUT FAILURE TO MAIL SUCH NOTICE SHALL IMPOSE NO OBLIGATION OR LIABILITY OF ANY KIND UPON THE CITY OF SEBASTIAN PROGRAM, ITS AGENTS OR REPRESENTATIVES. 1225 MAIN STREET 1I SEBASTIAN FL 32958 AUTHORIZED REPRESENTATIVE FMIT-CERT (70/96)