The URL can be used to link to this page

Home My Public Portal About2019-26 Approving a third amendment to the agreement with the Archdiocese of Miami to use St. Agnes Catholic Church Athletic FieRESOLUTION NO. 2019-26 A RESOLUTION OF THE VILLAGE COTINCIL OF THE VILLAGE OF KEY BISCAYNEO FLORIDAO APPROVING A THIRD AMENDMENT TO THE AGREEMENT FOR USE OF ST. AGNES CATHOLIC CHURCH ATHLETIC FIELD BET\ryEEN THE VILLAGE OF KEY BISCAYNE AND THE ARCHDIOCESE OF MIAMI; PROVIDING FOR IMPLEMENTATION; AND PROVIDING FOR AN EFFECTIVE DATE. \ilHEREAS, pursuant to Resolution No. 2004-28, the Village Council of the Village of Key Biscayne (the "Village") approved and authorized an Agreement for Use of St. Agnes Catholic Church Athletic Field (the "Agreement") between the Village and the Archdiocese of Miami (the "Archdiocese"); and WHEREAS, the Agreement was amended for the first time on August 3I,2009 and a second time on }lay 27,2014; and \ryHEREAS, the Village Council and the Archdiocese desire to, among other things, extend the term of the Agreement and adjust fees to be paid to the Archdiocese under the Agreement as paficularly described in the Third Amendment to Agreement for Use of St. Agnes Catholic Church Athletic Field attached hereto as Exhibit "A" (the "Third Amendment"); and WHEREAS, the Village Council finds that this Resolution is in the best interest and welfare of the citizens of the Village. NO\ry, THEREFORE, BE IT RESOLVED BY THE VILLAGE COUNCIL OF THA, VILAGE OF KEY BISCAYNE, F'LORIDA AS FOLLOWS: Section L. Recitals. That each of the above-stated recitals are hereby adopted, confirmed, and incorporated herein. Section 2. Amendment Approved. That the Third Amendment between the Village and the Archdiocese, in substantially the form attached hereto, is hereby approved, and the Village Manager and Village Clerk are authorized, in their respective capacities, to execute the Third Amendment on behalf of the Village, once approved by the Village Attomey as to form and legal sufficiency. Section 3. Implementation. That the Vi llage Manager is authorized to take any and all action necessary to implement the purposes of this Resolution, the Third Amendment, and the Agreement Section 4. Effective Date. That this Resolution shall be effective immediately upon adoption. PASSED and ADOPTED this 30'h day of April,2019 V/. DAVEY, MAY CMC VILLAGE CLERK APPROVED AS TO FORM AND LEGAL VILLAGE ATTORNEY 2 THIRD AMENDMENT Tq AGREEMENT FOR USE OF ST. AGNES CATHOLIC CHURCH ATHLETIC FIELD THIS THIRD AMENDMENT TO AGREEMENT FOR USE OF ST. AGNES CATHÇLIC CHURCH ATHLETIC FIELD (this "Third Amendmgnt") is entered into as of this 45 day of IYJû.I t- ,2019 by and between th. vfllAcE OF KEY BISCAYNE, a Florida mutrí"ipui'ãfl-*tion ("Viliage") and THE MOST REVEREND THOMAS WENSKI, Archbishop of the Archdiocese of Miami, his successors in office, a corporation sole (hereinafter the "Qwne¡"). WITNESSETH: \ryHEREAS, Village and Owner entered into that certain Agreement dated June 23'd, 2004 (the "Aqreement") regarding the Village's use of the St. Agnes Catholic Church's athletic field; and WHEREAS, Village and Owner entered into an Amendment to Agreement for Use of St. Agnes Catholic Church Athletic Field on August 3lth, 2009 ("First Amendment") and a Second Amendment to Agreement for Use of St. Agnes Catholic Church Athletic Field on September l9th,20l4 ("Second Amendment"), wherein the parties modified the fees payable, the term of the Agreement and provided for termination of the Agreement; and WHEREAS, Village and Owner wish to further modiff the Agreement in accordance with the terms and conditions set forth herein in this Third Amendment. NOW, THEREFORE, for and in consideration of the mutual promises set forth herein, the parties do hereby agree as follows: 1. The above recitals are true and conect and are incorporated herein by this reference. All initially capitalized terms used but not otherwise defined herein shall have the meaning ascribed thereto in the Agreement. 2. Owner agrees that the Village has paid the annual license fee under the Agreement entitling the Village to use the St. Agnes Catholic Church's athletic field through September 30,2019. 3. Section 4 of the Agreement is hereby deleted and replaced as follows 4. Fees. Beginning October 1,2079, the Village shall pay the Owner an annual license fee of sixty thousand and 00/100 Dollars ($60,000) for the licenses granted to Village herein, which fee shali be paid in equal monthly installments of Five Thousand Dollars and 00/100 ($5,000) on the first day of each month during the Term. For any partial month during the Term, the monthly installment payment shall be prorated on a per diem basis based on the number of days in such month. The annual license fee shall increase by three percent (3%) on October 1,2020 and each October l't thereafter by an additional three percent (3%) over the previous year's I K :\Docs\O I 03\00 I \36P7058. DOC annual license fee. The equal monthly installments will be adjusted accordingly starting in October of each year, Owner hereby directs the Village to make all payments required hereunder directly to St. Agnes Catholic Church at 100 Harbor Drive, Key Biscayne, Florida 33149. Notwithstanding the foregoing, the Village, at its sole option, frãy elect to pay the annual fee in one (1) annual payment provided such payment is made before October 15th of each year of the Term. 4. Section 3.1 of the Agreement is hereby deleted and replaced as follows: 3.1 The term of this Agreement has previously commenced and shall be extended for an additional frve (5) year period commencing on October 1,2019 and expire at I I :59 p.m. on September 30,2024 (the "Term"). 5. Section 24 of the Agreement is hereby deleted and replaced as follows: The Owner or Village shall be entitled to terminate this Agreement for any reas¡on whatsoever upon at least twelve (12) months prior written notice to the other party. To prevent termination of this Agreement during an athletic sport season, this Agreement may only be terminated as of October ltt of a particular calendar year (e.g. to terminate the Agreement on October 1,2021, notice must be given no later than Octobet 1,2020). 6. In the event of any conflict or ambiguity between the terms and provisions of this Third Amendment and the terms and provisions of the Agreement, the First Amendment, and the Second Amendment, the terms and provisions of this Third Amendment shall control. 7. Except as otherwise specifically set forth herein, the Agreement is hereby ratified and affirmed and shall remain unmodified and in full force and effect in accordance with its terms. 8. This Third Amendment may be executed in several counterparts, each of which shall be deemed an original, but all of which, when taken together, shall constitute one and the same instrument. An executed facsimile or electronic copy of this Third Amendment shall have the same force and effect as an original hereof. [Sígnatures of parties follow on next pagel 2 KiDocs\0 I 03\00 I \36P7058. DOC .(*\ IN WITNESS WHEREOF the parties have executed this Third Amendment as of the date first set forth above. WITNESSES OWNER: Print Name r 2{" THE MOST REVEREND THOMAS WENSKI, Archbishop of the Archdiocese of Miami, his successors in offltce, a corporation solel/r,t"*ß"/rf Print Name: llu¡t . Bo st Print .!t+ica C--r=.iq Print Name: Affest: V Clerk Approved as to legal form and sufficiency: By: Village Attorney VILLAGE: VILLAGE OF KEY BISCAYNE, a Florida municipal corporation By:/h/rtÅ Andrea Agha, Village Manager 3 K:\Docs\O I 03\00 I \36P7058.DOC STATE OF FLORIDA +u¿4'l t coLrNTY OF _MIAMI-DADE ) The foregoing Agreement was acknowledged before me this â-3 day of 20|9byTHEMoS1nevERENDTHoMASwENSKI,Archbishı-portrr"nrcn¡ffi-r Miami, who (check one) [ ] is personally known to me or [ ] has produced a Florida drivers license as identification. 1 t^ ) 'r,: (Signature of person taking acknowledgment) re (Name of typed, printed or stamped) {t b () or rank) (Serial number, if any) STATE OF FLORIDA COLINTY OF MIAMI-DADE The foregoing Agreement was acknowledged before me this É-day of úqal 2019 by ANunpa AdgR, as Village Manager of the Village o-f Key tiir.ufrilîffiîi¿u municipal corporation, who (check one) [¡J is personally knov*n to me or [ ] has produced a Florida drivers license as identification. State My Commission Expires: ) SS: ) ) SS. ) 4 fl__ü MYRIAM RESTRËPO MY COMMISSION 4 GG I J Ii89 eXPtnES October 18. 2021 K :\Docs\0 I 03\00 I t36P7058, DOC