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HomeMy WebLinkAboutReso 2016-2558 RESOLUTION NO. 2016-255 A RESOLUTION OF THE CITY COMMISSION OF THE CITY OF SUNNY ISLES BEACH, FLORIDA, APPROVING LICENSE AGREEMENT BETWEEN THE CITY OF SUNNY ISLES BEACH AND SALEM HOUSE CONDOMINIUM ASSOCIATION, INC. FOR THE CONSTRUCTION OF THE EMERGENCY PEDESTRIAN BRIDGE CONNECTING NORTH BAY ROAD BETWEEN 172ND AND 174TH STREETS IN SUBSTANTIALLY THE SAME FORM, ATTACHED HERETO AS EXHIBIT "A"; AUTHORIZING THE CITY MANAGER TO EXECUTE SAID AGREEMENT; AUTHORIZING THE CITY ATTORNEY AND THE CITY MANAGER TO DO ALL THINGS NECESSARY TO EFFECTUATE THE TERMS OF THIS RESOLUTION; PROVIDING FOR AN EFFECTIVE DATE. WHEREAS, the City is in the process of constructing an Emergency Pedestrian Bridge connecting North Bay Road between 172"d and 174th Streets, to be used for pedestrian and emergency vehicles only (the " Emergency Bridge Project"); and WHEREAS, the City is in need of a staging area for purposes of constructing the Emergency Bridge Project, which includes but is not limited to storing of materials, parking vehicles, air rights within the staging area and related construction activities; and WHEREAS, the City has approached Salem House Condominium Association, Inc. ("Salem House") about entering into a license agreement to use a portion of the Property in order to construct the Emergency Bridge Project; and WHEREAS, the City Commission wishes to enter into a license agreement with Salem House for staging purposes of constructing the emergency vehicle and pedestrian bridge, which includes but is not limited to storing of materials, parking vehicles, air rights within the staging area and related construction activities, attached hereto as Exhibit "A". NOW THEREFORE, BE IT RESOLVED BY THE CITY COMMISSION OF THE CITY OF SUNNY ISLES BEACH, FLORIDA, AS FOLLOWS: Section 1. Approval of License Agreement. The License Agreement for a staging area for the construction of the Emergency Pedestrian Bridge between the City of Sunny Isles Beach and Salem House Condominium Association, Inc. is hereby approved in substantially the same form as the attached Exhibit "A". Section 2. Authorization of City Manager. The City Manager is hereby authorized to execute the License Agreement by and between the City of Sunny Isles Beach and Salem House Condominium Association, Inc. in substantially the same form as the attached Exhibit "A". Section 3. Authorization of City Manager and City Attorney. The City Manager and City Attorney are authorized to do all things necessary to effectuate the terms of this Resolution. Approving License Agreement Salem House I of 2 Section 3. Authorization of City Manager and City Attorney. The City Manager and City Attorney are authorized to do all things necessary to effectuate the terms of this Resolution. Section 4. Effective Date. This Resolution shall become effective upon adoption. PASSED AND ADOPTED this 19th day of May 2016. George '. Scholl, Mayor • : ATTES : • Jane-A. Hines.,MMC,City Clerk r_ .y APPROVE)) S TO FORM AN I G•/.UFFICIENCY: A .ns lI ttin• City Attorney Moved by: 0 p _ rl—1 0/0 Seconded by: �yW �l.� � �LtOY�PrItJ Vote: 6-0 Mayor Scholl 1Yes) (No) Vice Mayor Gatto (Yes) (No) Commissioner Aelion (Yes) (No) Commissioner Goldman Yes) (No) Commissioner Levin (Yes) (No) Approving License Agreement Salem House 2 of 2 uNNY,S(e. S '' `: CITY OF SUNNY ISLES BEACH 5 ',\ p0.`°PS LICENSE AGREEMENT ''' 'NO''OF SUS' mThis License Agreement (the "Agreement") is made as of the 1k- day of ; 2016, by and between the City of Sunny Isles Beach, a municipal corporation (the "City") d Salem House Condominium Association, Inc., ("Salem House"). RECITALS Whereas, Salem House is the owner of the property located at 251-172nd Street, Sunny Isles Beach, FL 33160 (the "Property"); and Whereas, the City is need of a portion of the Property in order to construct the emergency vehicle and pedestrian bridge connecting North Bay Road from 172nd Street to 174`h Street (the "Project") on the Property; and • Whereas, the City has approached Salem House about entering into a license agreement to use a portion of the Property in order to construct the Project; and Whereas, the City desires to enter into this license agreement with Salem House for staging purposes east of the emergency vehicle and pedestrian bridge, which includes but is not limited to storing of materials, parking vehicles, air rights within the staging area and related construction activities. NOW, THEREFORE, in consideration of Ten Dollars ($10.00), and other good and valuable consideration, the receipt and sufficiency of which is hereby acknowledged, the parties agree as follows: 1. Recitals. The foregoing recitals are true and correct and are incorporated herein in their entirety. 2. Use of Property. Salem House hereby grants a license to the City to use a limited area on the southern side of the Property for staging purposes (the "staging area."). See composite Exhibit "A". The staging area shall not be used for any other purpose, except for staging purposes, which includes but is not limited to storing of materials, parking vehicles, air rights within the staging area and related construction activities. The City and Salem House agree to work together to prepare the staging area for use by the City. The City and Salem House shall work on a plan before mobilization by the City in the staging area. • 3. Term. This License Agreement shall commence from the date of mobilization by the City. The term mobilization means the closure of the staging area for the purpose described in Section 2 above and shall terminate upon completion of the Project. The City shall provide Salem House with notice.before using the staging area. Upon mutual assent, the parties may agree to extend the term of this Agreement. Exhibit "A" 4. - Benefits provided by the City. In return for the use of the Property as described in composite Exhibit "A", the City agrees to perform the following services at its own expense for Salem House Condominium Association, Inc. located at 251-172nd Street, Sunny Isles Beach, FL 33160: 1) clean and inspect the existing drainage system at Salem House; 2) repave and restripe the surface parking lot at Salem House; and 3) install a manhole lid and grate on the existing underground storm water storage tank at Salem House. 5. No assignment. This Agreement may not be assigned or sublet by either party, in whole or in part, without the prior written consent of the other party. 6. Improvements. No structures or improvements of any kind other than the staging area shall be constructed by the City inside the Property without the prior written approval of Salem House. 7. Maintenance. The City shall keep and maintain the staging area inside the Property in good and safe condition, including the regular removal of all litter and trash, and repair any damage to the staging area caused by the City's employees, agents, contractors and/or subcontractors. The City's construction fence shall be equipped with the proper canvas to shield the interior of the staging area. 8. Indemnification. This Agreement is one of licensing of property and is not a bailment. The City shall assume full responsibility for the staging area defined herein. The City hereby waives all claims against Salem House, including its officers, directors, agents, representatives, corporate affiliates, management entities, successors and assigns, for loss, theft or damage to property in, on or about the staging area. Subject to the limitations of Section 768.28, Florida Statutes, the City shall indemnify and hold Salem House, its officers, directors, agents, representatives, corporate affiliates, management entities, successors and assigns, harmless from, and on account of, any damage or injury to any person, or to the property, goods, wares and merchandise of any person, arising out or resulting from the use of the staging area by the City, including its elected and appointed officials, agents, officers, employees, agents, contractors, subcontractors, invitees or licensees. 9. Assumption of Risk. Consistent with paragraph eight (8) above and not as a limitation of the aforementioned paragraph, all property belonging to the City, including its elected and appointed officials, agents, officers, employees, agents, contractors, subcontractors, invitees or licensees or any other user of the staging area inside the Property shall be there at the risk of the City or such other person only. Except for its own deliberate or negligent acts within the staging area • of the Property, Salem House including its officers, directors, agents, employees, representatives, corporate affiliates, management entities, successors and assigns, shall not be liable for injury to persons, or damage to, or theft of, or misappropriation of such property by any means whatsoever. The City shall give prompt notice to Salem House in case of any injury, damage, theft, or misappropriation arising out or resulting from the use of the staging area by the City, including its elected and appointed officials, agents, officers, employees, agents, contractors, subcontractors, invitees or licensees. 10. Compliance with Law. Both parties shall comply with all applicable state, county and local laws and ordinances in fulfilling their responsibilities under this Agreement. 11. Default and Penalties. In the event of any default by either party under this Agreement, the non-defaulting party shall have the right to terminate this Agreement upon thirty (30) days written notice to the defaulting party. During this 30 day period, the defaulting party shall have the opportunity to cure the default. However, if the default remains uncured at the expiration of the 30 day period, the non-defaulting party may terminate this Agreement. No provision of this Agreement is intended, rior shall any be construed, as a covenant of any official (either elected or appointed), director, employee or agent of the City in an individual capacity and neither shall any such individuals be subject to personal liability by reason of any covenant or obligation of the City hereunder. 12. Attorneys Fees. In the event of any dispute arising out of or related to this Agreement, the prevailing party shall be entitled to receive from the non-prevailing party the prevailing party's reasonable attorneys' fees, costs and disbursements and court costs through the trial and all appellate levels and including any of same incurred in connection with enforcement of judgments and other collection costs. 13. Binding. The provisions of this Agreement shall be binding upon the parties thereto and their respective successors and/or assigns. 14. Severability. The terms of the Agreement are independent of and severable from each other, and neither this Agreement nor any provision shall be affected or rendered invalid or unenforceable by virtue of the fact that any other or others of them may be invalid or unenforceable, in whole or in part for any reason. 15. Governing Law and Venue. This Agreement shall be governed by and construed in accordance with the laws of the State of Florida. Any action, in equity or law, with respect to this Agreement must be brought and heard in Miami-Dade County. 16. Independent Relationship. This Agreement does not evidence the creation of, nor shall it be construed as creating, a partnership or joint venture between the City and Salem House and it does not create any obligation or responsibility on behalf of the City or bind the City in any manner. Each party is acting for its own account, and has made its own independent decisions to enter into this Agreement and as to whether the same is appropriate or proper for it based upon its own judgment and upon advice from such advisers as it has deemed necessary. Each party acknowledges that none of the other parties hereto is acting as a fiduciary for or an adviser to it in respect of this Agreement or any responsibility or obligation contemplated herein. 17. Force Majeure. Should either party fail to perform its obligation under this_Agreement due to a condition of force majeure, as that term is interpreted under Florida Law, and specifically including Acts of God, including hurricanes, fire, flood, earthquakes tropical storms and/or very strong storms which are anticipated by the Parties and taken into consideration as to the expiration of the term, then the time for performance of said obligation hereunder will be extended by a period reasonable commensurate with the cause of such failure to perform or cure. If either party is delayed in performing any obligation under this Agreement due to a force majeure condition, they shall request a time extension from the other party within ten (10) working days of said force majeure occurrence. Any time extension shall be subject to mutual agreement. 18. Amendment. This Agreement may not be amended, unless evidenced in writing and executed by all Parties hereto. 19. Captions. The captions and headings of sections or paragraphs used in this Agreement are for convenient references only and shall not limit, define or otherwise affect the substance or construction of provisions of this Agreement. 20. Entire Agreement. This Agreement constitutes the entire agreement between the parties and may not be changed, altered or modified except by an instrument in writing signed by the - party against whom enforcement of such change would be sought. IN WITNESS WHEREOF, Salem House Condominium Association, Inc. and the City of Sunny Isles Beach have executed this License Agreement as of the day and year first above written. WITNESS: SALEM HOUSE CONDOMINIUM j/ilk ASSOCIATION, INC. 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''\, \ -t) ?.§... ,__-..,-----k-,_=-=------..,,---_--T---- -. _ , ,-- ... -, \ \ Z 55 \\ \ \ Ni .> / gIMM2211.M°\*:.\•••',* '-'71f\\*S5.51:....1.').. -Si A .5 emotar emaism 5 mamma 1 1 1 MATCH LINE SEE EMEET 9 87A 2440 .i..1 1 di; 1 i X 1 I I i 2 El 0. - n - l' t a tiiilir -- , Tr;• i EF, i I i •:.1 g II. - 4C22 PI IP '2 I 3 g i i i ,‘-• Is. igi c _ 314 II 00 • I I i:..:,. Exhibit "A" I . ,SUpWY tS Er City of Sunny Isles Beach ti fix, 18070 Collins Avenue "( ''1 ' Sunny Isles Beach, Florida 33160• •4$ a t se `p,,,�pR°P % (305)947-0606 City Hall °,x"o, svµ "rQ (305)949-3113 Fax MEMORANDUM TO: The Honorable Mayor and City Commission FROM: Christopher J. Russo, City Manager DATE: 5/19/2016 RE: Approving License Agreement with Salem House Condominium Association, Inc. RECOMMENDATION: This Resolution is presented for your consideration. REASONS: The City is in need of a staging area for purposes of constructing the Emergency Pedestrian Bridge. The staging area will be used to store materials, parking vehicles, and related construction activities. The Salem House Condominium Association, Inc. has agreed to allow the City to use a portion of the Property as a staging area in order to . complete the Project. The City agrees to repair the parking lot area of the Condominium in exchange for the use of the area. Additionally, the City will provide the following benefits: (1) clean and inspect the drainage system of the condominium; and (2) install a manhole lid. The license agreement outlines the terms and conditions for the use of the staging area. ATTACHMENTS: Description Resolution License Agreement Item Number: 10.K. 570 1