HomeMy Public PortalAbout1991 All91-01
Transfer from Metro Dade County of Building and Zoning Functions
10/14/91
91-02
Details of Indebtedness up to $100,000
10/30/91
91-03
Acceptance of proposal for Village Attorney
10/29/91
91-04
Interim Professional Services (Planning and Engineering)
11/12/91
91-05
Lease with Key Biscayne Bank Building for Village Office
11/03/91
Z-06-91
91-07
Opposition to Seaquarium and investigating course of action
12/04/91
Z-08-91
Z-09-91
Z-10-91
91-01
RESOLUTION OF THE BOARD OF TRUSTEES OF THE VILLAGE OF KEY
BISCAYNE APPROVING AGREEMENT BETWEEN METROPOLITAN DADE COUNTY AND
THE VILLAGE OF KEY BISCAYNE PROVIDING FOR TRANSITION IN THE
TRANSFER OF BUILDING AND ZONING FUNCTIONS.
10/14/91
91-02
RESOLUTION OF THE VILLAGE OF KEY BISCAYNE, FLORIDA, PROVIDING FOR
INTEREST RATE, TERMS, MATURITY, AND OTHER DETAILS OF INDEBTEDNESS
IN THE AMOUNT OF UP TO $100,000.00 AS APPROVED BY ORDINANCE
ADOPTED ON OCTOBER 15, 1991; PROVIDING FOR EXECUTION OF CHECKS;
PROVIDING FOR SEVERABILITY AND EFFECTIVE DATE.
10/30/91
lank
91-03
RESOLUTION OF THE BOARD OF TRUSTEES OF THE VILLAGE OF KEY
BISCAYNE ACCEPTING PROPOSAL OF WEISS, SEROTA, HELFMAN TO SERVE AS
VILLAGE ATTORNEY IN ACCORDANCE WITH REQUEST FOR PROPOSALS;
PROVIDING FOR EFFECTIVE DATE.
10/29/91
91-04
A RESOLUTION OF THE VILLAGE OF KEY BISCAYNE PROVIDING FOR INTERIM
PROFESSIONAL SERVICES AGREEMENT TO SERVE CERTAIN PLANNING AND
ENGINEERING SERVICES FOR THE VILLAGE OF KEY BISCAYNE WITH TOTAL
COMPENSATION UNDER SUCH INTERIM AGREEMENT NOT TO EXCEED
$10,000.00.
11/12/91
91-05
A RESOLUTION OF THE BOARD OF TRUSTEES OF THE VILLAGE OF KEY
BISCAYNE APPROVING A LEASE WITH THE KEY BISCAYNE BANK BUILDING FOR
OFFICE SPACE; AUTHORIZING THE MAYOR TO EXECUTE SAME ON BEHALF OF
OF THE VILLAGE AND PROVIDING AN EFFECTIVE DATE.
11/03/91
Z-06-91
91-07
A RESOLUTION OF THE VILLAGE OF KEY BISCAYNE EXPRESSING ITS
OPPOSITION TO THE SEAQUARIUM VILLAGE PROJECT AS APPROVED BY THE
METROPOLITAN DADE COUNTY COMMISSION VIA RESOLUTION #'S Z-131-91
AND Z -131A-91; INSTRUCTING THE ATTORNEY TO ADVISE THE BOARD OF
TRUSTEES AS TO THE BEST COURSE OF ACTION TO OPPOSE THE PROJECT;
PROVIDING FOR AN EFFECTIVE DATE.
12/04/91
RESOIUTION "` -C7 k
A RESOIIJTION OF..THE BOARD OF TRUSTEES OF THE
VILLAGE OF KEY BISCAYNE APPROVING AGREEMENT
BETWEEN METRO OLITAN DADE COUNTY AND THE
VILLAGE OF KEY;BISCAYNE PROVIDING FOR
TRANSITION IN THE TRANSFER OF. BUILDING AND
ZONING FUNCTIONS.
NOW, THEREFORE, IT IS HEREBY RESOLVED BY THE BOARD OF TRUSTEES OF
THE VILLAGE OF KEY BISCAYNE, FLORIDA THAT:
Section 1. The attached agreement betweenMetropolitan Dade
County and the Village of Key Biscayne providing for a transition in the
transfer of Building and Zoning functions is hereby approved and the Mayor
and Interim Village Clerk are hereby authorized, in their respective
capacities, to execute maid agreement on behalf of the Village of Key
Biscayne.
Section 2. This resolution shall be effective immediately fLom
and after adoption hereof.
PASSED AND ADOP2LD by a C,40 1 vote of the Board of Trustg4046v
this 14th day of October , 1991.
A'PnsT:
INTERIM VILLAGE ATTORNEY
AGREEMENT
This Agreement entered into this J day
of beletRAt 1991, by and between the Village of Key
Biscayne, a municipal corporation of the State of Florida,
hereinafter referred to as the "VILLAGE;" and Dade County, a
political subdivision of the State of Florida, hereinafter
referred to as the "COUNTY,"
WITNESSETH:
WHEREAS, the VILLAGE charter was approved by the
Citizens of Key Biscayne on June 18, 1991; and
WHEREAS, both the COUNTY and the VILLAGE are interested
in insuring that there be a smooth transition in the
transfer of building and zoning functions,
NOW THEREFORE, in consideration of the above and other
good and valuable consideration, the parties hereto agree as
follows:
A. COPE OF SERVICES
1. The COUNTY will, through the Building and Zoning
Department, receive and process permit applications
for any new construction, alterations and improvements
on real property within the jurisdiction of the
VILLAGE, all in accordance with current practice for
the unincorporated area of Dade County This will
include the issuance of all required subsidiary permits
"
s u c h a s e l e c t r i c a l , p l u m b i n g , m e c h a n i c a l , r o o f i n g , g a s ,
e t c . I t w i l l a l s o i n c l u d e t h e p e r f o r m a n c e o f a i l
r e q u i r e d i n s p e c t i o n s a n d t h e i s s u a n c e o f a p p l i c a b l e
C e r t i f i c a t e s o f . C o m p l e t i o n ( C C ' s ) a n d / o r C e r t i f i c a t e s
o f O c c u p a n c y ( C O ' s ) .
2 . T h e C O U N T Y w i l l u s e c u r r e n t C o u n t y f o r m s ' f o r a l l p e r m i t
a p p l i c a t i o n s a n d r e l a t e d b u i l d i n g a n d z o n i n g s e r v i c e s
p r o v i d e d f o r t h e V I L L A G E .
3 . A l l a p p l i c a t i o n s f o r p e r m i t s t o d o w o r k i n t h e V I L L A G E
s h a l l b e m a d e a t t h e C O U N T Y ' s B u i l d i n g a n d Z o n i n g
D e p a r t m e n t o f f i c e s . A l l r e q u e s t s f o r i n s p e c t i o n s s h a l l
b e m a d e b y c a l l i n g t h e C O U N T Y ' s B u i l d i n g a n d Z o n i n g
D e p a r t m e n t .
4 . T h e V I L L A G E s h a l l r e v i e w a n d p r o c e s s a l l p e r m i t
a p p l i c a t i o n s f o r z o n i n g c o m p l i a n c e a n d s h o w z o n i n g
a p p r o v a l b y a s t a m p o r m a r k w i t h a u t h o r i z e d s i g n a t u r e
o f t h e i n d i v i d u a l s o a p p r o v i n g o n a l l c o p i e s o f t h e
a p p l i c a t i o n s a n d p l a n s . T h e V I L L A G E s h a l l t a k e a l l
s t e p s n e c e s s a r y t o e x p e d i t e s u c h z o n i n g c o m p l i a n c e
a p p r o v a l o n d a i l y w a l k - t h r o u g h a s w e l l a s d r o p - o f f
p e r m i t a p p l i c a t i o n s .
5 . T h e C O U N T Y w i l l m a i n t a i n r e c o r d s i n a c c o r d a n c e w i t h
c u r r e n t p r a c t i c e f o r t h e u n i n c o r p o r a t e d a r e a o f D a d e
c o u n t y .
6 . T h e C O U N T Y w i l l p r o v i d e t h e V I L L A G E w i t h a m o n t h l y
a c t i v i t y r e p o r t o f a l l s e r v i c e s p r o v i d e d f o r t h e
V I L L A G E .
The COUNTY will process zoning applications in
accordance with current practice for the unincorporated
area of Dade County and submit factual background to
the VILLAGE. The VILLAGE will make the final
determination and so advise the COUNTY.
8. If requested by the VILLAGE, the COUNTY will provide
enforcement services, on a case by case basis,
concerning building code and zoning violations as well as contracting and minimum housing violations. These
services will include the issuance of notices of
violation, citations and liens on property. The fees
for these services, if requested, will be in accordance
with Section B below.
B. FEES
The COUNTY and the VILLAGE agree that the County will
charge the applicant and other third parties fees for
Building and Zoning services as outlined in County
Administrative Order 4-63A, as amended. These fees
plus fees collected for other Dade County departments
will be retained by the COUNTY as compensation for
services performed. Code Enforcement activities will
be charged to the VILLAGE at the rate of $350.00 per
case and the COUNTY will retain any revenues from
permits, tickets or liens paid. Fees and
s
administrative costs collected as a result of enforcement
-cases initiated under Chapter 17, 17A and 17B of the County
Code and Section 202 of the South Florida Building Code
(SFBC) will be retained by the COUNTY.
C. PENDING APPLICATIONS
All Building and Zoning applications. received prior to June
18, 1991 will be processed in accordance with standard
operating procedures in effect at the time of filing.
Notice will be given to the VILLAGE. of all pending actions.
The VILLAGE may submit concerns and recommendations to the
COUNTY.
All building and zoning related applications filed after
June 18, 1991 and still pending on the effective date of
this Agreement will be processed in accordance with this
agreement.
D. INDEMNIFICATION AND HOLD HARMLESS
In connection with this Agreement the VILLAGE shall
indemnify and save
harmless the COUNTY from any and all
claims, liability, losses and causes of action, to the
extent of the limitations included within Florida Statutes,
Section 768.28. However, nothing herein shall be deemed to
indemnify the COUNTY for any liability or claims arising
solely out of negligence by the COUNTY.
BEATRIS M. ARGUELLES, INTERIM VILLAGE CLERK
ATTEST:
MARSHALL ADER, CLERK
By;
This agreement will be in effect from the date of its
execution and will continue until September 30,-1992 unless
..previously terminated.
F. TERMINATION
This contract may be terminated by either party upon 30 days
written notice. Notice must be directed to -the Dade ,County
Manager and the Key Biscayne Village Mayor,
NO THIRD PARTY BENEFICIARIES
This contract is solely between the VILLAGE and the COUNTY
and will not create any third party beneficiary rights or
status.
IN WITNESS WHEREOF the parties have caused this Agreement to be
executed on their behalf as to the date first above written.
ATTEST:, VILLAGE OF KEY BISCAYNE,
A Municipal Corporation
By:
(SEAL)
DADE COUNTY, a political
subdivision of the State
of Florida
By this Board of County
Deputy Clerk Commissioners
By:
County Manager
(SEAL)
RESOLUTION NO.
RESOLUTION OF THE VILLAGE OF KEY BISCAYNE, FLORIDA,
PROVIDING FOR INTEREST RATE, TERMS, MATURITY AND
OTHER DETAILS OF INDEBTEDNESS IN THE AMOUNT OF
UP TO $100,000 AS APPROVED BY ORDINANCE ADOPTED ON,
OCTOBER 15, 1991; PROVIDING FOR EXECUTION OF CHECKS;
PROVIDING FOR SEVERABILITY AND EFFECTIVE DATE.
WHEREAS, pursuant to ordinance adopted on October 15, 1991,
under authority of Section 4.03(6) of the Charter of the Village of Key
Biscayne, the Board of Trustees approved borrowing funds in an amount not
to exceed $100,000 to serve as interim funds to pay for various municipal
expenses until such time as the Village begins to receive revenues from
various sources; and
WHEREAS, such ordinance provided in Section 2 thereof, that the
interest rate, terms, maturity and other details of such indebtedness are
subject to approval by the Board of Trustees by subsequent.resolution; and
WHEREAS, on October 15, 1991, the Board of Trustees authorized
Key Biscayne Bank & Trust Company to provide certain interim banking
services to the Village; and
WHEREAS, the Board of Trustees desires to implement the
authorization toborrow money as provided by the above referenced ordinance
of October 15, 1991.
NOW, THEREFORE, IT IS HEREBY RESOLVED BY THE BOARD OF TRUSTEES OF THE
VILLAGE OF KEY BISCAYNE, FLORIDA, THAT:
Section 1. The attached terra note by and between the Village of
Key Biscayne, Florida, and the Key Biscayne Bank & Trust Company, which
authorizes incurring indebtedness in an amount of up to $100,000 to pay for
various municipal expenses and services on an interim basis, is hereby
approved and the Mayor and Interim Village Clerk are hereby authorized, in
their respective capacities, to execute such note on behalf of the Village
of Key Biscayne.
Section 2. The Mayor, Vice Mayor, Interim Village Clerk and
'-ViT1age Attorney are hereby authorized, empowered and directed to execute
and deliver such other documents and to take such other actions which
shall be necessary and appropriate to incur the indebtedness in accordance
with law.
Section 3. The interest rate, terms, maturity and other details
of the above referenced indebtedness are as set forth in the attached term
note, and as follows:
A. Interest rate: The interest rate is a variable rate as set
forth in the note at the per annum rate of 2.25% below the
Wall Street Journal prime rate of interest as published from
time to time= DR AS cAugAs «+ pe 1ica 4P1 Wes
pot
1s .AAwir'4L'm op as paime tom.
B. Term: The term of the note shall be for and shall not exceed
a twelve (12) month period.
C. Maturity: The outstanding principal shall be payable twelve
(12) months from the date of the note.
D. Other Details: Interest is payable monthly, with the
outstanding principal being due and payable twelve (12)
months from the date of the note. The note may be prepaid at
any time in whole or in part without premium or penalty upon
the giving of notice by the Village to the registered owner
at least two (2) business days prior -to said anticipated date
of such prepayment. The note shall not be nor constitute a
general obligation of the Village nor shall it constitute a
pledge of the full faith and credit of the Village. The note
shall be repaid by the Village through taxes, fees, and other
revenues received by the Village which are lawfully available
for payment. The budget of the Village shall provide a line
item, if and as necessary, for payment of the interest and
principal of the note.
Section 4. All checks on Village bank accounts established to
hold funds received hereunder or otherwise shall be signed by the Mayor or
Vice -Mayor and the Interim Village Clerk. The Interim Village Clerk may
sign and issue checks for necessary expenses in an amount less than five
hundred ($500.00) dollars.
2
Section 5. This resolution shall be effective immediately from
and after adoption hereof. "_
PASSED AND ADOPTED by a �ry. _o vote of the Board of Trustees
this day of QCADbEfe_. , 1991.
RAFAEL . CONTE, MAYOR
ATTEST:
INTERIM VILLAGE CLERK
APPROVED:
cie--/-\--
INTERIM VILLAGE ATTORNEY
gtD OF
KEy Jk
FLORIDA
E4SC AYE
No.l $100,000.00
UNITED STATES OF AMERICA
sTATE OF FLORIDA
VILLAGE OF KEY BISCAYNE, FLORIDA'
TERM NOTE
KNOW ALL MEN BY THESE PRESENTS, that the Village of Key Biscayne,
Florida (the "Village"), a public body corporate and politic,
created and existing under and by virtue of the laws of the State
of Florida, for value received, hereby promises to pay to Key
Biscayne Bank and Trust Company, Key Biscayne, Florida, or to its
registered assigns or legal representatives (the "Registered
Owner"), theprincipal sum of
ONE HUNDRED THOUSAND DOLLARS ($100,000)
and to pay interest thereon from and including the date hereof
until this Note is fully paid or redeemed at the per annum rate of
2_25% below The Wall Street Journal Prime Rate of interest as
published from time to time.
Interest is payable monthly with the outstanding principal due and
payable twelve (12) months from date hereof. This Note may be
prepaid at any time in whole or in part without premium or penalty
upon the giving of notice by the Village to the Registered Owner at
least two (2) business days prior to said anticipated date of such
prepayment.
The fixed interest rate set forth herein is based on the assumption
that this Note is a "qualified tax exempt obligation" within the
meaning of Section 265 (b) (3) of the Internal Revenue Code of
1986. In the event that (i) the interest on this Note is ever
determined to be taxable for purposes of federal or state income
taxation, or (ii) any or all ofthe interest on this Note is deemed
to be includable in the gross income of the Registered Owner for
purposes of federal or state income.. taxation, or (iii) the.
Registered Owner (if such owner is a bank) is unable to continue to
deduct 80% of the cost of interest payments incurred to purchase or
carry this Note, or (iv) the Registered Owner (if such owner is a
bank) is unable to deduct any other amounts as a result of
purchasing or carrying this Note, or (v) the federal or state
income tax rate applicable to the Registered Owner is reduced below
the tax rate provided in existing legislation, or (vi) the federal
alternative minimum tax to which the Registered Owner is subject is
increased, or (vii) the method of calculating the federal
alternative minimum tax is changed or any other amendment or change
of law, rule, or regulation occurs which has the effect of
decreasing the after-tax yield on this Note to the Registered
Owner, then, as of the effective date of any such event, the
interest rate on this Note shall be automatically increased to a
rate which will preserve the`aftet-tax yield to the Registered
Owner at the same rate realized by the Registered Owner immediately
prior to such event, subject to the restriction that such interest
rate shall not exceed The Wall Street Journal Prime Rate of
interest. As soon as practicable after the occurrence of any such
rate increase, the Registered Owner shall notify the, Village of
such increase and furnish the Village with a written statement
setting forth the basis and computation on which such increase is
based. The Registered Owner's computation shall be conclusive
unless patently erroneous. The Village shall promptly pay to the
Registered Owner any additional interest that may be due for
interest periods prior to notification of any such increase in
rate. This obligation shall survive payment of this Note.
This Note is issued to finance various municipal expenses until
such time as it begins to receive revenues'. from various sources,` .
pursuant to the authority of and in full compliance with the
Constitution of the State of Florida, Article 8, Section 2(b) of
the Constitution of the State of Florida, which grants to
municipalities such governmental, corporate and proprietary powers
as are necessary in order to enable them to conduct municipal
government, perform municipal functions, and render municipal
services; and Section 166.021 (4), Florida Statutes 1990, which
grants to municipalities all powers not expressly prohibited by the
Constitution, general or special law, or County Charter; and
Section 4.03 (6) of the. Charter of the Village of Key Biscayne
which provides that the Village Board of Trustees may by ordinance
borrow money; as authorized by ordinance adopted on October 15,
1991; and Resolution No. 91- Oat adopted by the Village on
October 30, 1991 (the "Resolution"). This - Note is subject to the
terms and conditions of the Resolution and capitalized terms not
otherwise defined herein shall have the same meanings as ascribed
to them in the Resolution.
This Note is payable in the manner and to the extent provided in
the Resolution. Reference is made to the Resolution for the
provisions, among others, relating to the terms, for this Note, the
rights and remedies of the Registered Owner and the extent and
limitation on the Village's rights, duties and obligations, to all
of which provisions the Registered Owner hereof assents by
acceptance hereof.
This Note shall constitute a revenue anticipation note. This Note
shall not be deemed to constitute a general obligation of the
Village nor shall it constitute a pledge of the faith and credit of
the Village.- It shall be paid in accordance with the above
referenced Resolution and ordinance.
otwithstanding anything to the contrary herein, the indebtedness
incurred hereunder shall be effective only to
the extent that the
Village draws funds on the Line of Credit established hereunder in
-2-
an amount not to exceed One Hundred Thousand Dollars ($100,000.00).
Interest shall only accrue on the principal which is so drawn.
The Village does hereby covenant with the Registered Owner of this
Note that it will make no use of the proceeds of this Note which
would cause this Note to be treated as an "arbitrage bond" under
Section 148 of the. Internal Revenue Code- of '1986 and the
regulations prescribed: and proposed thereunder; or take any other
action which would otherwise cause the interest on this Note to
become taxable to the Registered Owner hereof under federal law.
No officer, agent, employee or member of the Board of Trustees of
the Village shall be personally liable for any indebtedness
hereunder.
Notwithstanding any provisions to the contrary contained herein,
interest payable under this Note shall in no event exceed the
maximum rate allowed by applicable law from time to time.
It is hereby certified and recited that all acts, conditions and
things required to exist, to happen and to be performed precedent
to and in -the issuance of this Note exist, have happened and have
been performed in regular and due form and time as required by the
laws and the Constitution of the State of Florida applicable
hereto, and that the issuance of this Note does not violate any
constitutional or statutory limitation or provision. -
IN WITNESS WHEREOF, the Village of Key Biscayne, Florida has issued
this Note and has caused the same'to be signed by the°Mayor of the
Village and attested and countersigned by the Clerk of the Village,
with their manual signatures, and its corporate -seal to be affixed
hereon, all as of the 3p`' day of October, 1991.
(SEAL)
RESOLUTION NO. - C�
RESOLUTION OF THE BOARD OF TRUSihEs OF THE
VILLAGE OF KEY BISCAYNE A G PROPOSAL
OF 1ia/'NW) TO SERVE AS
VILLAGE ATTORNEY IN ACCORDANCE WITH REQUEST
FOR PROPOSALS; PROVIDING toll EFFECTIVE DATE.
WHEREAS, the Board of Trustees of the Village of Key Biscayne
has, by public advertisement and specifications, solicited bids and
proposals attorneys and law fines for the position of Village
Attorney; and
WHEREAS, the Village of Key Biarayne has received fourteen
proposals from attorneys and law firms in response to such advertisement;
and
WHEREAS, it is .in the best interest of the Board of Trustccz to
appoint a Village Attorney from among the well -qualified fourteen law
fines and attorneys which have stated their interest in the position;
NOW, THEREFORE, IT IS HEREBY RESOLVED BY THE BOARD OF TRUSTEES OF THE
VILLAGE OF KEY BISCAYNE, AS FO S:
Section 1. That
f ` -
is hereby selected as Village Attorney in accordance with Section 3.06 of
the Charter of the Village of Key Bi rayne.
Section 2. That the written proposal of the attorney or law fine
identified in Section 1 above is hereby accepted and approved, and the
Mayor and Interim Village Clerk are hereby authorized to execute the
acceptance of said proposal on behalf of the Village. of Key Biscayne, upon
approval by the Interim Village Attorney.
Section 3. That the Board of Trustees hereby expresses its
appreciation to each of the fourteen firms and attorneys who participated
in this selection process.
Section 4. This resolution shall be effective immediately from
and after adoption hereof, and the Village Attorney selected in Scotian 1
above shall immediately commence service as Village Attorney in accordance
with law. The payment of compensation for the services of the Village
Attorney, as provided in the proposal whichis hereby approved, shall be
subject to the adoption of the budget of the Village of Key Biscayne.
PASSED AND ADOPTED by a 6-1 vote of the Board of TrustePa
of the Village of Key Biscayne, this day of L` , 1991.
RAF
ATTEST:
APPROVED:.
INTERIM VII1AGE ATTORNEY
RESOLUTION No. 91-04
A RESOLUTION OF THE VILLAGE OF KEY BISCAYNE
PROVIDING FOR INTERIM PROFESSIONAL SERVICES
AGREEMENT TO SECURE CERTAIN PLANNING AND
ENGINEERING SERVICES FOR THE VILLAGE OF KEY
BISCAYNE WITH TOTAL COMPENSATION UNDER SUCH
INTERIM AGREEMENT NOT TO EXCEED $10,000.
WHEREAS, the Village of Key Biscayne immediately requires
certain planning and engineering services, including professional
consulting services for review of building and zoning applications
presented to the Board of Trustees, and may require engineering
consulting services for Public Works' matters; and
WHEREAS, once a City Manager or other staff are hired, they
may be able to provide certain of the services otherwise requiring
the assistance of an engineer or planner; and
WHEREAS, in the interim, prior to hiring of staff, it is
necessary to obtain professional engineering and planning services
for consulting purposses, and to require the attendence of such
professionals at meetings of the Board of Trustees, as necessary.
NOW, THEREFORE, IT IS HEREBY RESOLVED BY THE BOARD OF TRUSTEES OF
THE VILLAGE OF KEY BISCAYNE, AS FOLLOWS:
SECTION 1. That the Village of Key Biscayne does hereby
determine to retain the services of CAP ENGINEERING CONSULTANTS, INC.
to provide necessary engineering and planning consultation
services, including but not limited to advising the Board of
Trustees on building and zoning applications and matters, subject
to the condition that the total compensation paid for such services
rendered to the Village of Key Biscayne hereunder shall not exceed
$10,000, so as to comply with the exemption from the consultant
competitive selection process provided by Section 287.055, F.S., to
the extent such Statute would otherwise be applicable to the
services provided.
SECTION 2. That the Board further finds that it is
impracticable to engage in a specification and bid process for
services hereunder.
SECTION 3. That the Mayor is authorized to execute a
contract for professional services with the firm or person
identified in Section 1 above, to accomplish the purposes stated
herein, and shall be subject to the limitations set forth therein,
and subject to the approval of such contract by the Village
Attorney. Compensation shall be reasonable and shall be in
accordance with a specific scope of services to be incorporated
into such contract.
SECTION 4. That this resolution shall be effective
immediately from and after adoption hereof,
SECTION 5. That the firm or person identified in Section
1 is hereby required to acquire liability insurance of a minimum of
$500,000.
PASSED AND ADOPTED by a tp-o
Trustees this I ay4--" day of tJoCtfl tZ
ATTEST
INTERIM VILLAGE CLERK
APPROVED:
VILLAGE ATTORNEY
vote of the Board of
, 1991.
RAFAELjCONTE, MAYOR
1
C.A.P. Engineering Consultants, Inc.
November 26, 1991
The Honorable Rafael Conte
Mayor, Village of Key Biscayne
91 W. McIntyre Street
Suite 201
Key Biscayne, Florida 33149
Re: Village of Rey Biscayne
Consulting Engineering Services
Dear Mr. Conte:
C.A.P. Engineering Consultants, Inc. (CAP) is pleased to have
been selected to provide Professional Engineering and Building and
Zoning services for Village of Key Biscayne. CAP will provide
these professional services as described in the Proposal to the
village of Key Biscayne dated November 4, 1991, in the Resolution
for "Planning and Engineering Services" and under the conditions
outlined below:
1. The Scope of Services by CAP shall include investigation
and preliminary reports, feasibility studies; costs
studies and appraisals; inspection and testing; design
and preparation of constructions plans; specifications
and contract documents; construction services; land
surveys; preparation of legal descriptions; topographic
surveys, plat preparation, and other related functions,
including Building and Zoning Services', upon request by
and in behalf of the village of Key Biscayne.
2. village or sey Biscayne and CAP shall establish a
mutually satisfactory system for the issuance of work
orders by the Village and the submission of invoices by
the Engineer.
3. Compensation shall be paid as follows:'
(a)
For work performed on an hourly basis. Exhibit A
is the applicable rate schedule for principals and
employees..
4848- S.W. 74th Court Miami, Florida 33155 (30S) 867-8484 Fax (305) 667-8539
The Honorable Rafael Conte
Village of Key Biscayne
November 26, 1991
Page 2
(b) For design projects and construction services a
supplemental agreement shall be negotiated under
this basic contract and fees shall be established
in accordance with the recommendations of the most
current edition of the compensation curve as
prepared by the Florida Institute of Consulting
Engineers or an agreed lump sum amount. Work shall
be considered commenced at the time an employee
arrives at the job or meeting site. Travel time
shall not be billed to the Village.
(c) The Engineer shall furnish to the Village of Key
Biscayne upon request prints or any drawings
prepared by the Engineer. The cost of such prints
and other copies shall be paid by the Village of
Key Biscayne as a reimbursable expense.
(d) The Village of Key Biscayne shall pay the actual
cost of reimbursable expenses, which are defined as
follows and on Exhibit "A":
1. Soil or laboratory tests.
2. Reproduction.
3. Postage.
4. Carrier Services.
5. Aerial Photographs.
6. Digital Image Photogrammetry.
Copies of invoices for reimbursable expenses will be
attached with all billings. Any travel expenses shall be
submitted to the Village for approval prior to their
being incurred.
(e)
The Consultant understands that the total
compensation to be paid under this contract
(excluding costs) is $10,000. The Village shall
not be responsible for any fees incurred in excess
of $10,000 and, on each monthly bill, a total
amount paid shall be shown so as to allow the
Village to stay within the $10,000 total cap.
Completed and original drawings and specification sheets
will be provided to Village of Key Biscayne upon
termination of this Agreement. Copies of the completed
original drawings and computer design files and master
specifications sheets shall be retained by the Engineer
as a record copy.
The Honorable Rafael Conte
Village of Key Biscayne
November 26, 1991
Page 3
5. This Agreement may be terminated by either party upon
seven (7) days notice in writing to the other party. The
Engineer shall be paid at the agreed -upon rates for all
work accomplished prior to the date of notice of
termination and such work as he may perform thereafter by
mutual agreement. The Contract shall be binding upon the
successors and assigns of the respective parties hereto.
6. In consideration of the mutual covenants and promises by
the parties hereto, it is hereby agreed that the Engineer
shall furnish professional engineering and survey
services and the Village shall make payment for same, in
accordance with the terms and conditions as set forth in
the Agreement, such work orders as may be issued from
time to time by the Village, and such supplemental
agreements as may be appended hereto from time to time by
mutual agreement.
The engineer waives any plea of jurisdiction as not being
a resident of, or being located in, or doing business in
Florida, and agrees that any litigation or action shall
take place and be litigated in either the Circuit Court
of Dade County, Florida, or in the United States District
Court for the Southern District of Florida.
Engineer shall provide, pay for and maintain insurance in
force at all times during the services to be performed,
such insurance, including Workers' Compensation
Insurance, Employers' Liability Insurance, Comprehensive
General Liability Insurance in an amount no less than
$1,000,000,. and Professional Liability Insurance in an
amount no less than $500,000. The Village, shall be named
as an additional insured. The Engineer shall furnish to
the Village within fifteen (15) days of the execution of
this Agreement certificates evidencing the insurance and
containing an endorsement that the policy may not be
canceled or the limit lowered without ten (10) days
written notice to the Village.
If any disputes regarding this agreement are litigated,'
the prevailing party shall be entitled to attorneys' fees
and costs including collection expenses and prejudgment
interest at the highest rate allowed by law.
The invalidity of any one or more of the provisions contained
in this Agreement shall not affect the enforceability of the
remaining portions of this Agreement.
The Honorable Rafael Conte
Village of Key Biscayne
November 26, 1991
Page 4
Any and all notices shall be in writing and will be deemed given
if delivered by hand or certified mail.
The waiver by either party of a breach or violation of any term
of provision of this Agreement by the other party shall not operate
nor be construed as a waiver of any subsequent breach or violation of
any provision of this Agreement nor any other right or remedy..
Thank you for your cooperation and if you have any questions,
please do not hesitate to contact us. Please sign where indicted to
acknowledge receipt and agreementof the above conditions.
Very truly yours,
C.A.P. Engineering Consultants, Inc.
Carlos A. Pepin, P.E.
President
CAP/lm
300006RC.PRP
ACCEPTED;
DATE:
Rafae Conte, Mayor
Vill e (of Key Biscayne''
a4+-lPalT 4
PROFESSIONAL SERVICE FEE SCHEDULE
Job C4assificatioA
Hourly Rate
Principal $ 80,00
Project Engineer $ 65.00
Project Architect $ 65.00
E/A Designer $ 50.00
CAD Technician $ 40.00
Field Inspector $ 40,00
Administrative Assistant $ 30.00
Clerical $ 25.00
Reimbursable Expenses
Photocopies
$ 0.10 per Copy
Blueprints (24" x'36") $ 0.90 per Sheet
Reproducible (Sepias) $ 9.00 per Sheet
Reproducible (Mylars) $ 15. U0 per Sheet
C_A_D. Plots
Automobile Travel
Out -Of -Pocket
$ 20.00 per Plot
$ 0.25 per Mile
At Cost a- 10t
Exhibit "C"
RESOLUTION NO.41-p5"
A RESOLUTION OF THE BOARD OF TRUSTEES OF THE
VILLAGE OF KEY BISCAYNE APPROVING A LEASE WITH
THE KEY BISCAYNE BANK BUILDING FOR OFFICE
SPACE; AUTHORIZING THE MAYOR TO EXECUTE SAME
ON BEHALF OF THE VILLAGE AND PROVIDING AN
EFFECTIVE DATE.
WHEREAS, this Board of Trustees is in need of office space;
WHEREAS, various proposals were submitted pertaining to
possible locations; and
and
WHEREAS, this Board has determined that the space in the Key
Biscayne Bank Building and the terms offered with respect thereto
are the most beneficial to the Village;
NOW THEREFORE BE IT RESOLVED BY THE BOARD OF TRUSTEES OF THE
VILLAGE OF KEY BISCAYNE,,FLORIDA, AS FOLLOWS:
Section 1. That the lease agreement, a copy of which is
attached hereto and incorporated herein, is hereby approved.
Section 2. The Mayor is hereby authorized to execute the
lease in the form attached hereto.
Section 3. Effective Date. This resolution shall become
effective upon adoption.
PASSED AND ADOPTED this S
Attest:
r-1 algo
Village Clerkk l'
Approved as to Legal Sufficiency:
Rafael
Paiaa L4
Village Attor
leaseres
day of November, 1991.
. Conte, Mayor
OFFICE BUILDING LEASE
This is a Lease Agreement (the "Lease") between Key Biscayne
Bank and Trust Company, a Florida corporation ("Landlord"), whose
address for the purpose of this Lease is 95 West McIntyre' Street,
Key Biscayne, Florida 33149 and the Village of Key Biscayne, a
Florida municipal corporation ("Tenant"), whose address for the
purpose of this Lease is 85 West McIntyre Street, Key Biscayne,
Florida 33149.
1. LEASED PREMISES:
1.1 Subject to and upon the terms and conditions set
forth in this Lease, and in consideration of the performance and
observance by each partyof the duties and obligations of the other
under this Lease, Landlord leases, to Tenant and Tenant leases,
from Landlord those certain premises (the "Premises" or "Leased
-Premises") in the office building (the "Office Building") which at
date of this Lease is known as the Key Biscayne Bank and Trust
Building more particularly described as follows: a portion of the
first (1st) floor of the Office Building, comprising 1,312+ square
feet of Net Rentable Area (defined below) as outlined in red on the
floor plans of the Leased Premises attached to and made a part of
this Lease as Exhibit "A."
1.2 The term "Net Rentable Area," as used in this Lease,
refers to all space within the inside surface of the outer glass or
finished column walls enclosing the tenant occupied portion of the
floor and measured to the midpoint of the walls separating areas
leased by or held for lease to other tenants or from areas devoted
to corridors, elevator foyers, rest rooms, service areas and other
similar facilities for the use of all tenants on the particular
floor.
2. LEASE TERM:
2.1 This Lease shall be for a term of three (3) years
(the "Lease Term" or "Term") to commence (the "Commencement Date")
on the earlier of (a) thirty (30) days after the date (the "Notice
Date") Landlord notifies Tenant that the Landlord's Work, as
described in Section 5 and Subsection 2..2, has been substantially
completed subject only to the punch list described in Subsection
2.3, and such work is in fact substantially completed which
Commencement Date shall under no circumstances be later than March
1, 1992, or (b) the day Tenant opens for or begins operation of its
business from the Leased Premises. The Lease Term shall end on the
last day of the third Lease Year (defined below) unless sooner
terminated or extended as provided in this Lease. "Lease Year" is
a twelve calendar month period; provided, however, the first Lease
Year shall begin on the Commencement Date and shall also include
the first partial calendar month if the Commencement Date does not
fall on the first day of a calendar month, even if the result is
that the first Lease Year is more than twelve (12) full calendar
months. Each subsequent Lease Year shall be twelve (12) full
calendar months commencing with the first day of the calendar month
following the last calendar month of the preceding Lease Year. If
Landlord is unable to deliver the Leased Premises on or before
March 1, 1992, then Tenant may, in its sole discretion, cancel this
Lease.
2.2 Landlord's. Work shall be deemed complete on the
earliest date on which all of the following conditions have been
met:
2.2.1 A certificate of occupancy or completion
(temporary or final) has been issued by the appropriate
governmental entity permitting Tenant's use of the Leased Premises
for the purposes for which they have been leased; if a temporary
certificate of occupancy is'issued, Landlord shall be responsible
for obtaining a permanent certificate of occupancy as soon as
reasonably possible;
2.2.2 Landlord's Work in the Leased Premises has
been substantially completed, subject to the punch list described
in Subsection 2.3., the noncompletion of which does not materially
interfere with Tenant's use of the Leased Premises or the conduct
of normal business therein;
2.2.3 All means of access and all facilities
necessary to Tenant's occupancy of the Leased Premises, including
corridors, elevators and stairways and heating, ventilating, air-
conditioning, sanitary water, and electrical lighting and power
facilities, have been installed and are in good operating order and
available to Tenant in accordance with Landlord's obligations under
the Lease.
2.3 Within one (1) month of taking possession, Tenant
shall furnish Landlord with a punch list(s) of defects in the
Leased Premises and Landlord shall rectify such punch list items as
promptly as practicable and, in any event, within thirty (30) days
of Tenant's notice. In addition to the items set forth in the
aforementioned lists, Tenant shall have the right to require
Landlord to repair or complete additional items if such items are
of such a nature which would not normally permit the defects to be
discovered within the one (1) month punch list period, provided
Tenant gives Landlord prompt notice after discovery of such items.
Within a reasonable time after receiving Tenant's list(s), Landlord
shall place all such items in condition reasonably satisfactory to
Tenant.
2.4 Tenant shall have the right, at its option, to
extend the Lease Term for all Leased Premises (including the Option
Premises as defined in Section 26) for an additional two (2) year
- 2 -
period ("Extension Term"), following the expiration of the initial
Lease Term, upon the terms specified in this Lease (other than the
amount of annual Rent and with appropriate adjustments as to the
term). Notice of Tenant's exercise of this option shall be in
writing and delivered to Landlord at least ninety (90) days in
advance of the expiration of the initial Lease Term.
2.5 Notwithstanding anything to the contrary, Tenant has
the unconditional right to cancel this Lease after the second Lease
Year by providing Landlord with 120 days prior written notice and
the payment of $10,000.00. This figure shall be adjusted in the
same manner as the Rent under Section 3.2 of this Lease.
3. RENT:
3.1 Tenant shall pay to Landlord as "Rent" for the
Premises the annual rent of Twenty Nine Thousand Six Hundred and
00/100 Dollars ($29,600.00) payable in equal monthly installments
of Two Thousand Four Hundred Sixty -Seven and -001100 Dollars
;($2,467.00), commencing six months after the Commencement Date.
Tenant shall not be obligated to pay any Rent for the first six
months of the first Lease Year. Said Rent shall be payable to
Landlord at 'the address shown on page one of this Lease.
.Notwithstanding anything to the contrary in this Lease, the first
monthly installment of Rent shall be reduced by $1,500.00.
3.2 The Rent has been calculated on the assumption
that the cost of Landlord's improvements as set forth in Section 5
of this Lease is $25,000.00. In the event that upon completion of
Landlord's improvements, the actual cost of the improvements
exceeds $25,000.00, the equal monthly installments of Rent shall be
increased in accordance with the following formula:
Increase in = Actual cost of landlord's improvements - $25,000
monthly rent 30
Similarly, if the actual cost of Landlord's improvements is
less than $25,000, then the equal monthly installments of Rent
shall be reduced in accordance with the following formula:
Decrease in = $25,000 - actual cost of landlord's improvements
monthly rent 30
3.3 In addition to Rent, Tenant shall pay to Landlord
each month a sum equal to any sales tax, tax on rents, and any
other comparable charges imposed by governmental or regulatory
authority, taxes and/or impositions now in existence or
subsequently imposed based upon the privilege or renting the 'space
leased under this Lease or upon the amount of rent collected
therefor.
3.4 Commencing with the second Leased Year and each year
- 3 -
thereafter during the Lease Term, the annual Rent shall be
adjusted, in accordance with changes in the "Price Index" as
defined in this section. The Price Index shall mean the Consumer
Price Index for "all items" shown on the "U.S. city average for
urban wage earners and clerical workers (including single workers),
all items, groups, subgroups and special groups of items" as
promulgated by the Bureau of Labor Statistics of the U.S.
Department of Labor, using the year 1967 as a base of 100. The
annual Rent shall be adjusted in accordance with the following
provisions:
3.4.1 the Price Index
the first Lease Year shall be designated
3.4.2 the Price Index
the second and subsequent Lease Years
Comparison Price Index;
as of the last month of
the Base Price Index;
as of the first month of
shall be designated the
3.4.3 promptly after the end of the first Lease
Year and at the end of each Lease Year thereafter, the annual Rent
shall be adjusted by multiplying the original annual Rent by the
fraction which has a numerator of the most recent Comparison Price
Index, and has -a denominator of the Base Price Index. Written as
an equation, this computation is as follows:
Original annual Rent X
the most recent Comparison
Price Index
Base Price Index
3.5 In the event the Price Index referred to above
ceases to incorporate a significant number of the items currently
set forth in it, or if a substantial change is made in the method
of establishing such Price Index, then the Price Index shall be
adjusted to the figure that would have resulted had no change
:occurred in the manner of computing such Price Index. In the event
that such Price Index (or a successor or substitute index) is not
available, a reliable governmental or other nonpartisan publication
evaluating the information previously used in determining the Price
Index shall be used in lieu of the Price Index.
3.6 Notwithstanding anything to the contrary in this
Lease, the adjustment to Rent under this Section 3.4 shall not
exceed 5% in any one year.
4. TIME OF PAYMENT: Tenant agrees that Tenant shall
promptly pay said Rent at the times and place stated above; that
Tenant shall pay charges for work performed on order of Tenant, and
any other charges that accrue under this Lease; that, if any part
of said rents or above mentioned charges shall remain -due and
unpaid for ten (10) business days after written notice from
Landlord to Tenant, Landlord shall have all rights and remedies
available to it under.this Lease, at law and in equity.
- 4 -
5.. LANDLORD IMPROVEMENTS AND SERVICES:
5.1 Landlord shall improve the Leased Premises, in
accordance with internal design development drawings (the "Design
Development Plans") consisting of (a) a partition plan; (b)
demolition plan; (c) new work plan; (d) reflective ceiling plan;
and (c) finish schedule; each of which shall be delivered to
Landlord by Tenant within 10 days of the execution of this Lease.
5.2 Landlord shall furnish to the Premises water and
electrical outlets adequate to serve Tenant's use and design as
shown on the Design Development Plans. Should the Tenant need more
or different than standard electrical circuits, such circuits must
be approved by the Landlord. All electric current to the Premises
should be separately metered and the payment for which shall be, the
responsibility of the Tenant. Failure by Landlord to any extent to
furnish, or any stoppage of these defined services resulting from
causes beyond the control of Landlord shall not render Landlord
liable in any respect for damages to either person orproperty, nor
work an abatement of Rent, nor relieve Tenant from fulfillment of
any covenant or agreement hereof. The Premises are on the -ground
floor of the Office'Building, the entrance of which is at 91 West
McIntyre Street, Key Biscayne, Florida, and elevator service to the
second floor will be available at all times. Other than outside
lighted signs, Landlord shall furnish certain outside lighting in
common with other Tenants which will be furnished at such times as
is uniform for all Tenants. Landlord will maintain the sidewalk in
front of the Premises and Office Building in the same manner which
is maintained for all ground floor Tenants, including plantings and
shrubbery.
6. REPAIR OF LEASED PREMISES:
6.1 Tenant will, at Tenant's own cost and expense,
repair or replace any damage or injury done to the Office Building,
or any part thereof, caused by Tenant or Tenant's agents,
employees, invitees, or visitors. If Tenant fails to make such
repairs or replacements promptly, Landlord may, at its option, make
such repairs or replacements, and Tenant shall repay the cost
thereof to Landlord on demand. Tenant will not commit or allow any
wasteor damage to be committed on any portion of the demised
Premises., and shall, at the termination of the Lease, by lapse of
time or otherwise, deliver up said Premises to Landlord in as good
condition as at date of possession of Tenant, ordinary wear and
tear and damage by fire or windstorm alone excepted, and upon such
termination of lease Landlord shall have the right to re-enter and
resume possession of the Premises.
7. INDEMNIFICATION: Tenant will indemnify and save
harmless Landlord of and from any and all fines, suits, claims,
demands, and actions of any kind by reason of any breach,
- 5 -
violation, or non-performance of any conditions hereof on the part
of Tenant, its agents or employees. Tenant is, or will become
familiar with the,Premises, acknowledges that the same are received
by Tenant in good state of repair, accepted by Tenant in the
condition in which they are now or shall be when ready of
occupancy.
8. DAMAGE OR DESTRUCTION:
8.1 In the event the Leased Premises shall be partially
or wholly damaged or destroyed by fire or other cause during the
Lease Term and such damage or destruction results in the Leased
Premises being untenantable or unsuitable for its intended use,
then Landlord shall have the right, but not the obligation, to
render such Leased Premises tenantable by repairs within one
hundred twenty (120) days therefrom. If Landlord so elects not to
rebuild, after damage as described in the preceding sentence, then
Tenant may elect that this Lease shall cease and come to an end as
of the date of such damage or destruction and all Rent and
Additional Rent owed up to the time of such damage or destruction
shall be paid by Tenant. If Landlord elects not to rebuild, Tenant
shall have the right to cancel this Lease within sixty (60) days
from date of notice of such election or ninety (90) days from date
of fire or casualty, whichever is later. Landlord shall given
Tenant written notice of its decisions, estimates or elections
under this Section 8.1 within thirty (30) days after any such
damage or destruction. If the Lease Premises and Building are not
rendered fully tenantable within one hundred twenty (120) days,
then either Tenant or Landlord may terminate this Lease as of the
date of the fire or casualty by written notice to Landlord or
Tenant, respectively, given within one week of such 120 day period.
8.2 During any time that the Leased Premises are
untenantable due to causes set forth in this Section 8.2, the Rent
or a just and fair proportion of it shall be abated. If more than
twenty-five percent (25%) of the Leased Premises are rendered
untenantable by any of the events described in this Section 8.2,
all of the Leased Premises shall be deemed untenantable and all
Rent shall abate. Landlord shall, subject to rights of
cancellation described in this Section 8.2, restore the Leased
Premises and Office Building; full Rent shall recommence upon
completion of restoration of the Leased Premises and Building.
9. EMINENT DOMAIN: If there shall be taken (including
purchase in lieu of condemnation) during the Lease Term any part of
the Leased Premises or Office Building, other than a part not
interfering with maintenance, operation or use of the Leased
Premises, Landlord or Tenant may elect, by giving notice to Tenant
within ninety (90) days of the date of such taking, to terminate
this Lease or to continue it in effect. If Landlord and Tenant
elect to continue the Lease, the rent shall be reduced in the
proportion of the area of the Leased Premises so taken to the
- 6 -
entire Leased Premises (or, in the event property outside the
Leased Premises is taken, rent shall be equitably adjusted
therefor) and Landlord shall repair any damage to the Leased
Premises or Office Building resulting from such taking. If twenty-
five percent (25%) or more of the Leased Premises is untenantable,
as a result of such taking, then all of the Leased Premises shall
be deemed untenantable. If all of the Leased Premises is taken by
condemnation or eminent domain, this Lease shall terminate on the
date of taking. All sums awarded (or agreed upon set forth in its
notice, which date shall not be less than ten (10) nor more than
sixty (60) days after the date of such notice; this Lease shall
then terminate at noon of such cancellation date, unless all of
such agreements shall have been duly tendered meanwhile, as if such
cancellation date were the expiration date, and Landlord shall have
no further obligation to Tenant hereunder except to return any
monies previously paid by Tenant to Landlord under this Lease.
10. ASSIGNMENT AND SUBLETTING:
10.1 With the written consent of Landlord first obtained
in each case, which consent may not be unreasonably withheld,
Tenant may assign, transfer, or otherwise encumber or dispose of
this Lease or sublease all or any part of the Leased Premises or
permit all or any part of the Leased Premises to be occupied by
other persons. Notwithstanding the foregoing, Tenant shall be
absolutely prohibited from assigning, subletting or otherwise
transferring this Lease to any bank or financial institution.
10.2 If Tenant desires to sublease all or part of the
Leased Premises or to assign this Lease, or to grant occupancy
rights to other than Tenant, Tenant shall submit to Landlord a
written request for the consent of Landlord to such subletting or
assignment or occupancy. Landlord shall have the option within.
five (5) days of receipt of such notice to approve or disapprove
the proposed subtenant or assignee or occupant, or such approval
shall be deemed given.
11. DEFAULT: Landlord and Tenant agree that if Tenant shall
fail to perform any of the material terms, provisions, covenants or
conditions of this Lease on Tenant's part to be performed; then and
in any such event, at the option of Landlord thirty (30) days after
Landlord has given Tenant notice, in the manner provided in this
Lease, of such act, condition or default, provided Tenant has not
cured such act, condition or default within such thirty.(30) days
period or Tenant has begun and is diligently proceeding to cure
such act, condition or default, Tenant agrees immediately then (a)
to pay rent through the date Tenant vacates the Leased Premises,
and (b) to quit and surrender said Leased Premises to Landlord.
The remedies and options of Landlord described in this section
shall not impair or affect Landlord's right to maintain summary
proceedings of the recovery of the possession of the Leased
Premises in all cases provided for by law.
12. LIEN FOR PAYMENT OF RENT: Landlord expressly waives
its Landlord lien.
13. RIGHT OF ENTRY: Upon prior notice duly given by
Landlord to Tenant, Landlord, or any of its agents, shall have the
right to enter the Leased Premises during all reasonable hours to
examine it or to make such repairs, additions or alterations as may
be deemed necessary for the safety, comfort, or preservation of the
Leased Premises, or of the Office Building, or to exhibit the
Leased Premises at any time within one hundred eighty (180) days
before the expiration of this Lease. Landlord shall use good
efforts to interfere as little as possible with Tenant's business.
14. NOTICE: Any notice given Landlord as provided for in
this Lease shall be in writing and sent to Landlord by hand
delivery or overnight mail (or nationally recognized overnight
delivery service) addressed to Landlord at the Premises. Any notice
to be given Tenant under the terms of this Lease, unless stated
otherwise in this Lease, shall be in writing and shall be sent by
hand delivery or overnight mail (or nationally recognized overnight
delivery service) or personally delivered to Village of Key
Biscayne, 85 West McIntyre Street, Key Biscayne, Florida 33144,
Attn: Village Manager; with a copy to: Weiss Serota & Helfman,
P.A., 2665 So. Bayshore Dr., Suite 204, Miami, FL 33133. Either
party, from time to time, by such notice, may specify another
address to which subsequent notice shall be sent or delivered.
Notice shall be deemed given on the date it is actually received or
on the date receipt is refused.
15. ATTORNEYS' AND ACCOUNTANTS' FEES: In any litigation
arising out of Tenant or Landlord defaults in the performance of
any of the terms, provisions, covenants and conditions of this
Lease and by reason of such default Landlord or Tenant employs the
services of any attorney or accountant to enforce performance of
the covenants, or to perform any service based upon defaults, then
in any of said events the prevailing party shall be entitled to
reasonable attorneys' (including paralegal and similar support
personnel) and accountants' fees and all expenses and costs
incurred by it pertaining to such matters (including costs and fees
relating to any appeal) and in enforcement of any remedy. In the
event of a settlement, each party shall bear its own expenses
unless otherwise agreed in writing.
16. CONDITION OF PREMISES ON TERMINATION OF LEASE AND HOLDING
OVER: Tenant agrees to surrender to Landlord, at the end of the
Lease Term or upon the earlier termination of this Lease, whichever
is sooner, the Leased Premises in as good condition as the Leased
Premises were at the time Tenant first occupied the Office
Building, ordinary wear and tear, and damage by fire or other
casualty not caused by Tenant's negligence, excepted.
-
17. SIGNAGE: Landlord agrees to permit Tenant to install a
wall sign or window sign at Tenant's expense at a location along
the exterior frontage of the Leased Premises. Said sign shall
comply with all applicable governmental regulations. Additionally,
Landlord grants to'Tenant the right at Tenants sole cost to install
a pylon sign on the existing pole located within the planted area
immediately in front of the Premises. Said sign shall comply with
all applicable governmental regulations.
18. PARKING: Landlord shall provide Tenant with the
nonexclusive use of 10 parking spaces and the exclusive use of 2
parking spaces. The exclusive spaces shall be at a cost of $15 per
month per space. The spaces shall be appropriately marked For
Tenants use; however, Landlord does not assume the responsibility
to monitor, control or otherwise police the usage. Tenant shall be
permitted to post No Parking/Towing signs on the exclusive spaces.
19. COMPLIANCE WITH CODES: Landlord shall be obligated as of
the Commencement Date to bring the Office Building in to compliance
with all Federal, State and local laws and regulations governing
the use and occupancy of the Office Building with the express
understanding that the Premises is to be used as a public building
for municipal government. This obligation includes, but is not
limited to, the requirement that the Office Building be retrofitted
as needed to comply with all Federal, State and local codes, laws
and regulations governing handicapped accessibility.
20. UTILITIES: The cost of electricity, telephone and other
utility service as well as janitorial services, to the Premises
shall be the sole responsibility of the Tenant. Separate metering
shall -be provided by Landlord for each of these services, including
air conditioning which will be provided through a system separate
from the Office Building system.
21. INVALIDITY OF PROVISION: If any terms, provision,
covenant or condition of this Lease or the application of it to any
person or circumstance shall, to any extent, be invalid or
unenforceable, the remainder of this Lease or the application of
such term, provision, covenant or condition to persons or
circumstances other than those as to which it is held invalid or
unenforceable shall not be affected thereby and each term,
provision, covenant or condition of this Lease shall be valid and
enforceable to the fullest extent permitted by law. This Lease
shall be construed in accordance with the laws of the State of
Florida. The venue for any lawsuit arising out of this Lease shall
be Dade County, Florida.
22. TIME OF ESSENCE: It is understood and agreed between
the parties to this Lease that time is of the essence with respect
to all the terms, provisions, covenants and conditions of this
Lease.
- 9
23. MISCELLANEOUS: The terms "Landlord" and "Tenant" as
contained in this Lease shall include singular and plural,
masculine, feminine and neuter, heirs, successors, executors,
administrators, personal representatives and assigns, wherever the
context so requires or admits. The terms, provisions, covenants
and conditions of this Lease are expressed in the total language of
this Lease Agreement. The section headings are inserted solely for
the convenience of the reader and shall not be deemed to limit or
expand any of the provision of this Lease. Any formally executed
addendum to or modification of this Lease, shall be expressly
deemed incorporated in this Lease by reference unless a contrary
intention is clearly stated in such addendum or modification.
24. ENTIRE AGREEMENT: This Lease contains the entire
agreement between the parties to this Lease and all previous
negotiations leading to the execution of this Lease. This Lease
may be modified only by an agreement in writing, signed and sealed
by Landlord and Tenant.
25. BROKERAGE: Tenant and Landlord each represents and
warrants to each other that it has dealt with no broker, agent,
salesperson, finder or other person in connection with this
transaction and that no broker, agent or other person brought about
this transaction.
26. FORCE MAJEURE: Neither Landlord nor Tenant shall be
required to perform any term, condition, or covenant in this Lease
so long as its own respective performance is delayed or prevented
by "Force Majeure," which shall mean labor controversies, strikes
and lockouts (whether lawful or not) either industry -wide or with
third parties other than Landlord and Tenant, respectively, acts of
God, material or labor unavailability, inability' to obtain fuel or
power, catastrophes, national or local emergencies, restrictions by
any governmental authority, civil riots, floods, and any other
causes not reasonably within the control of Landlord or Tenant, as
applicable, and which by the exercise of due diligence Landlord and
Tenant, respectively, is unable, wholly or in part, to prevent or
overcome. Lack of money shall not be deemed Force Majeure.
27.
the other party
setting forth
provisions of
Premises.
SHORT FORM LEASE: _Upon request by Landlord or Tenant,
shall execute a short form lease in recordable form
the name of the parties, the Lease Term, the
this Lease and the description of the Leased
28. RELATIONSHIP OF PARTIES: Nothing contained in this Lease
shall be deemed or construed by Landlord and/or Tenant or by any
third party to create the relationship of principal and agent or of
partnership or of joint venture or of any association whatsoever
between Landlord and Tenant, it being expressly understood and
agreed that neither the computation of rent nor any other
provisions contained in this Lease nor any act or acts of Landlord
- 10 -
or Tenant shall be deemed to create any relationship between.
Landlord and Tenant other than the relationship of landlord and
tenant.
29. EXPANSION SPACE:
29.1 Tenant shall have the right during the Initial Term
(the "Option Right") to lease 2,150± square feet of Net Rentable
Area of space on the second floor of the Office Building as shown
on Exhibit "B" (the "Option Premises"), on the following terms:
29.1.1 Tenant must give notice to Landlord of
its intent to exercise the Option Right
before February 1, 1992;
29.1.2 The leasing of the Option Premises shall
commence on the day on which the Option
Premises are delivered to Tenant with
Landlord's buildout (in accordance with
Section 29.1.5) substantially completed
(the "Option Commencement Date");
29.1.3 If Tenant exercises its Option Right,
then, effective as of the Option
Commencement Date, the Option Premises
shall be included in the Net Rentable
Area leased under this Lease, the terms
"Leased Premises" and "Premises" used in
this Lease shall include the "Option
Premises"; and Tenant shall be entitled
to additional nonexclusive parking spaces
to maintain the same ratio of parking
spaces to square feet of Net Rentable
Area in the Leased Premises. The term for
the Option Premises shall be the same as
for the Leased Premises and all
applicable provisions of this lease shall
govern the Option Premises, including
Landlord's obligation to comply with all
codes and regulations as forth in
paragraph' 19 as it relates to the Option
Premises.
29.1.4 If Tenant exercises its Option Rights
then the Option Premises shall be rent
free until March 1, 1993. Subject to the
CPI adjustments in Section 3, the Base
Rent shall be $10.00 per square foot of
Net Rentable Area for each Lease Year
thereafter and shall be paid as provided
in the Lease;
29.1.5 Landlord shall, at its cost, build out
the Option Premises according to
Landlord's then -standard work letter
which shall not exceed $9.30 per square
foot. In the event Tenant requests a
buildout which exceeds $9.30 per square
foot, Tenant shall be responsible for
that additional cost.
29.2 If Tenant exercises its rights under this Section
29, then the Option Premises, as applicable, shall become a part of
the Leased Premises, and all provisions of this Lease shall apply
except those specifically modified in this Section 29, upon the
completion of such Option Premises pursuant to the standards
described in this Lease for the initial buildout.
LANDLORD and TENANT have signed, sealed and delivered this
Lease in multiple copies, all of which constitute but one Lease, at
Dade County, Florida, as of the day and year first above written.
WITNESSES: LANDLORD:
KEY BISCAYNE BANK AND TRUST CO.,
a Florida corporation,
By:
, President
[CORPORATE SEAL]
TENANT:
f'x t k VILLAGE OF KEY BISCAYNE, a Florida
y tit tun �i vtj� .L municipal corporation
NOTARY PUBLIC. STATE OF FLORIDA AT LARGE
MY COMOSS10tl EXPIRES JULY 20. 1992
EGAc=.trTHAO BBCRLEBERRY & ASSOCIATES`
stave/keybiscayne\kbsank3. les
103001
By:
Ra ael Conte, Mayor
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RESOLUTION No: R91-07
A RESOLUTION OF THE VILLAGE OF KEY BISCAYNE
;EXPRESSING ITS OPPOSITION TO THE SEAQUARIUM
VILLAGE PROJECT AS APPROVED BY THE METROPOLITAN
DADE COUNTY COMMISSION VIA RESOLUTION -#'S 2-131-
91 AND Z -131A-91; INSTRUCTING THE ATTORNEY TO
ADVISE THE BOARD OF TRUSTEES AS TO THE BEST
COURSE OF ACTION -TO OPPOSE THE.PROJET; PROVIDING
AN:EFFECTIVE DATE.
• :WHEREAS, The Metropolitan Dade County Commission has approved
the Florida Quality Development designation of the Seaquarium Village
project via Resolution No. Z-131-91 (the "Project"), and
WHEREAS, Metropolitan Dade County has approved zoning requests
(variances, special exception and unusual uses) for the Project via
Resolution No. Z -131A-91, and
WHEREAS., at a special meeting called 'by the Village of Key
Biscayne there were numerous requests -from the publie urging
opposition, to the Project, citing the fact that the Project would
cause -undue hardship to the Village, and adversely affect the quality
of -life enjoyed by its residents., and
WHEREAS, the Key Biscayne Council, Inc., a homeowners'
Association, has filed various legal challenges to the Project, and
has urged the Village of Key Biscayne to become involved in those
challenges,
NOW, THEREFORE, BE IT RESOLVED BY THE.BOARD:OF TRUSTEES OF
THE VILLAGE OF KEY BISCAYNE, FLORIDA, AS FOLLOWS: -
SECTION 1. That the Village of Key Biscayne is hereby -
expressing its opposition to the Seaquarium Village Project as -
presently constituted and approved by the Metropolitan Dade County
Commission .in Resolution No.'s Z-131-91 and Z -131A-91.
SECTION 2. That the Board ofTrustees hereby instructs the
Attorney to evaluate pending litigation and advise the Board of
Trustees, in.a timely fashion, as to the best course of action to
oppose the Project.
SECTION 3. EFFtCTIVE DATE.
effective upon adoption.
PASSED AND. ADOPTED this 4th day of Decerrbeyy{, 1991.
Attest:
VILLAGE CLERK v
• Approved as to Legal sufficiency:
VILLAGE ATTORNEY
This resolution Shall become'
RAFAEL C
NTE;-'MAYOR
Nit
KEY
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