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CLEARWATER YOUTH RECREATION CENTER INC RE LAND ON BELCHER I ( LEASE AGREEMENT o?:CL THIS AGREEMENT made and entered into on this~7 day of {)~~bc./ by and between the CITY OF CLEARWATER, , 1986, FLORIDA, a municipal corporation, hereinafter referred to as "City", and the CLEARWATER YOUTH RECREATION CENTER, INC., herein- after referred to as "Foundation", a Florida non-profit corporation whose address is 2037 Gulf to Bay Boulevard, Suite A, Clearwater, Florida 33575. WIT N E SSE T H: WHEREAS, the City is a municipal corporation owning certain undeveloped land located on Belcher Road in the City of Clearwater; and WHEREAS, the Foundation desires to lease said land from the City for the purpose of building and operating a facility for public recreational and educational programs, and to maintain the property as a park to be open and accessible to the public in a manner generally consistent with the operation of City public parks, subject to reasonable rules and regulations as may be established from time to time by the board of trustees of the foundation established hereunder; and WHEREAS, the City finds that the lease of the property for such uses is for a proper public purpose; and WHEREAS, the Foundation intends to establish an endow- ment fund for the purpose of generating sufficient monies to maintain and to operate the premises and its improvements; NOW, THEREFORE in consideration of the premises and of the faithful performance by each of the parties of the covenants and agreements between each other made, it is mutually agreed between the parties hereto as follows: 1. For and in consideration of the sum of One Dollar ($1.00) per year and other good and valuable consideration to it If l {2 7 -1- Qt', EJ1q pOW F~(jll {f."l(( ( ;,,', ( "....;..J~f. ~-p (' /!/j, ., '..' (1) -~ ~ ,-~ I I ..' in hand paid, the receipt whereof is hereby acknowledged, the City does hereby lease unto the Foundation that certain parcel of real property located in Pinellas County, Florida, which is described in Exhibit A attached hereto. 2. The initial term of this agreement shall commence on December 29 1986, and shall end on December 28 2001, unless otherwise extended or terminated as provided in this agreement. At the end of each year during the first ten (10) calendar years during the term hereof, beginning December 29 1987, the initial fifteen (15) year term of the agreement shall be automatically extended for one additional year if City has not previously notified the Foundation in writing of City's determin- ation not to permit such automatic extension. In no event shall the initial term of this agreement, plus all automatic extensions herein provided for, exceed twenty-five (25) years, unless an extension of the term shall have been approved by the electors of the City at a referendum election to be held for that purpose as provided by the City Charter. The parties shall use their best efforts to present the issue of the extension of the term to the electors of the City during the first ten years of the initial term, or not later than December 28 1996. Th e ext ens ion of the term to be presented to the electors of the City shall be for not more than seventy-four (74) additional years, or a total term of not more than ninety-nine (99) years, ending not later than December 28 , 2085. However, nothing in this paragraph shall be deemed a waiver by the City of its rights to cancel or not to renew this agreement as provided in Paragraphs 21 and 25. As used herein, the expression "term hereof" refers to the initial term hereunder and to any extension thereof as herein provided. 3. The Foundation agrees to develop and construct recreational and educational facilities (hereinafter referred to as the "Project") including but not limited to an olympic size -2- I I swimming pool, an indoor gymnasium, a playfield and accessory facilities related thereto. The development of the property, including but not limited to fencing, shall be in accordance with a certified site plan approved by the City, which may be amended from time to time with the approval of the City. 4. The City and the Foundation agree that a Board of Trustees will be established which will serve as the decision making body for the construction of the project and for the programming of the facilities throughout the term of this agreement. Said Board will initially consist of fifteen members, four each from the City of Clearwater, Clearwater For Youth, Inc. ("CFY"), and the Upper Pinellas Association for Retarded Citizens, Inc. ("UPARC"), with three additional at-large members to be appointed by these twelve. Said Board shall establish two committees comprised of knowledgeable people in their field to advise the Board, one for matters relating to the construction of, and the other for the programming of, the facilities. The Board shall not be deemed to be a board or agency of the City for any purpose, nor shall its members be deemed officers, agents or employees of the City because of their membership on the Board. The Board shall serve as the board of trustees for the Foundation according to its articles of incorporation and by-laws, which may not be amended in any manner which is inconsistent with any of the provisions of this agreement during the term hereof without the consent of the City. 5. The Foundation, at its expense and prior to construction, shall secure any and all permits that may be required by federal, state or county governmental regulatory agencies, including but not limited to permits required for environmentally sensitive areas, site work and construction activities. The City will cooperate with the Foundation in attempting to obtain all necessary permits and variances. -3- I I 6. The Foundation, at its expense and prior to construction, shall secure any and all permits that may be required by the City of Clearwater. With the exception of impact fees, which must be paid by the Foundation, the City agrees to waive all fees associated with the development of the leased property during the term of the lease. 7. The Foundation, subsequent to receiving final plan approval, shall comply with all applicable City codes. 8. The Foundation shall not use the leased premises for any purpose or purposes other than for recreation and education as described herein. 9. The Foundation shall not have the right to assign this Lease or sublease any of its rights under this agreement except to CFY, UPARC or the City, referred to herein as the "Participating Agencies", without the prior consent of the City. The Foundation shall not have the right to mortgage, transfer, hypothecate, pledge or dispose of the leased property in any form or manner whatever. This prohibition shall not preclude the Foundation from requesting approval of the City Commission to mortgage, transfer, hypothecate, pledge or dispose of the leased property. 10. The Foundation agrees that construction of the Project will commence within five (5) years and be substantially completed within ten (10) years of the date of this Agreement. 11. The Foundation agrees that, subsequent to the completion of construction in accordance with a certified site plan to be approved by the City, it will not make any physical changes to or construct new permanent facilities on the leased property without City approval. The City Manager will have authority to approve minor site plan changes, with City Commission approval required for major revisions. 12. The Foundation shall make no unlawful, improper or offensive use of the leased property nor permit its use in any way to become a nuisance. -4- " .' I I 13. The Foundation agrees, following completion of the facilities, that the Participating Agencies shall have access to the complex and its facilities for the purpose of conducting education/recreation programs for the general public. Further, intentions are that no rental or utility charges will be payable by a Participating Agency for said use. However, in the event the Foundation experiences a shortfall in monies available for maintenance and operation, the Board of Trustees may deem it necessary that rental or utility charges be paid by the Participating Agencies. The Participating Agencies may each charge and retain participant user fees, non-resident fees, and other fees and charges appropriate for programs conducted by the Participating Agency. Each of the Participating Agencies shall provide all supervision and personnel necessary to conduct such programs. 14. The Foundation shall be responsible for the maintenance of all features of the leased property including but not limited to drainage, environmentally sensitive land, trees and landscaping, and all improvements to the leased property. 15. The Foundation shall pay all costs of operating the Project and all costs of maintenance and repair thereof. 16. The Foundation agrees that the City, at City expense and in accord with the City-approved certified site plan, may construct a bicycle or pedestrian path from Belcher Road through the complex to park property located east of the premises. 17. The Foundation agrees that all of its income derived from the use of the leased property shall be used for the operation and maintenance of, and improvements to, the Project. 18. The Foundation agrees that all buildings and other improvements which are permanently affixed to the leased property shall become the property of the City at the expiration of this Lease. -5- I I 19. The Foundation shall prior to the commencement of any activity for which a City permit is required, and at its own expense, purchase and thereafter maintain through the term of this Agreement the insurance coverage set forth below: (1) Property Insurance - Real property (including improvements or additions). (a) Form - All Risk Coverage. Coverage shall be no more restrictive than that afforded by latest edition of Insurance Services Office Forms CF0011, CF0013, CF0420, and CF1210. If available, sink hole insurance shall be included. If the provisions of the All Risk policy do not exclude sink holes, as verified by the City's insurance consultants, the Foundation shall be deemed to be in compliance with this paragraph. (b) Amount of Insurance. The full insurable value on a replacement cost basis which will avoid the insured being considered a co-insurer. (c) Flood Insurance. If buildings or structures are located within an identified special flood hazard area, flood insurance shall be provided for the total insurable value of such building or structure or the maximum of flood insurance coverage available under the National Flood Pro- gram, whichever is less. (d) The City of Clearwater shall be named as an additional insured. (2) Boiler and Machinery Insurance. If the im- provements include boiler(s), pressure vessel(s), or air conditioning/heating equipment, the Founda- tion shall maintain comprehensive insurance cover- ing the equipment loss on the demised property resulting from the maintenance and operation of -6- , , I I such equipment, including but not limited to repair and replacement of the equipment and liability dam- age to the property of others. (a) Amount of Insurance - $1,000,000 per occur- rence. (b) The City of Clearwater shall be named as additional insured. (3) Comprehensive General Liability. Coverage shall be afforded on a form no more restrictive than the latest edition of the Comprehensive General Liability Policy filed by the Insurance Service Office and shall include: (a) Minimum limits of $1,000,000 per occurrence combined single limits for bodily injury liabil- ity, and property damage liability. (b) Premises and operations coverage. (c) Independent contractors coverage. (d) Products and completed operations coverage. (e) Personal injury coverage with employees and contractual exclusions removed. (f) Liquor law liability, if applicable. (g) The City of Clearwater shall be named as an additional insured. (4) Business Auto Policy. Coverage shall be affor- ded on a form no more restrictive than the latest edition of the Business Auto Policy filed by the Insurance Services Office and shall include: (a) Minimum limits of $1,000,000 per occurrence combined single limits for bodily injury liabil- ity and property damage liability. (b) Coverage on all vehicles (owned, hired, and non-owned). (5) Worker's Compensation. Coverage shall apply -7- ~ I I for all employees in an amount at least equal to the statutory limits of coverage according to applicable State and Federal laws. In addition, the policy shall include employer's liability coverage with a limit of $500,000 per occurrence. If the self-insured status of the Lessee is approved by the State of Florida, the Lessor agrees to recognize and accept same upon proof of such approval. Copies of all current insurance policies covering insurance required by this Agreement shall be furnished to the City Clerk of the City prior to the commencement of any activity for which a City permit is required. Each insurance policy shall provide that no less than sixty (60) days notice of cancellation or restrictive modification of the policy shall be furnished to the City. 20. The Foundation shall pay any Federal, State and local taxes and special assessments which may be levied on the leased property and any improvements placed thereon, but it is agreed that the uses herein contemplated serve proper public and municipal purposes, and the parties in no way waive any exemptions permitted by law. 21. If, at any time during the term of this Agreement or any extension thereof, the Foundation should default in the performance of any of its obligations required hereunder, then the City of Clearwater shall furnish to the Foundation a notice in writing specifying the default and giving the Foundation thirty (30) days, or such amount of time as may reasonably be required to cure such default using diligent efforts, in which to correct the default. If the default is not corrected within thirty (30) days, or such reasonable amount of time after giving the notice, then the City may terminate this Agreement and immed- iately take possession of the leased property, and all improve- ments thereon shall become the property of the City. -8- - . I I ., 22. The Foundationt not later than six (6) months after the end of each of its fiscal years during the term of this Agreementt shall provide the City with a copy of the Foundation's annual financial statementst including a balance sheet and income statement relating to the Foundation's operations under this Agreementt and shall provide the City with a report of its activities during the fiscal year. 23. The CitYt with reasonable notice to the Foundationt shall have the right to inspect the leased premises and to review the Foundation's financial records pertaining to the Foundation's operation. 24. Any notices provided for hereunder shall be sent by certified mailt return receipt requestedt to the CitYt C/O City Managert P.O. Box 4748t Clearwatert FL 33518t and to the Foundationt C/O Executive Directort 2037 Gulf to Bay Boulevardt Suite At Clearwatert FL 33575t or to such other address as either party by written notice to the other may direct. 25. The City retains the right to terminate this lease for any municipal need determined by the City Commission to be necessary for a superior public purpose and consistent with the City's Charter. In additiont the City may terminate this Agreement in the event that the State of Florida or any of its agencies or political subdivisions thereof required the leased property or any portion thereof for a public purpose. In ei ther eventt the Foundation shall be entitled to just compensation for its investment in the leased property and for its relocation expenses to another site within Pinellas County. -9- AA - I .;-~ I I IN WITNESS WHEREOFt the undersigned parties have set their hands and seals the day and year first above written. Approved Sec Witnesses: ~~ ~~,.~ ~1 tl~ By Attest: ~,~~ {)~City Cleik "-, :- ,..--~_ CL~A~TER YOUTH RECREATION CENTERt INC. ....., <? -/ . BY~f:dU..l.ck <-.~Uh[A/ Chairman of the Board By tJ~CA---- c. ~~ Executive Director -10- . . ~ I I A tract of land lying within the Northwest 1/4 of Section 7, Township 29 South, Range 16 East, Clearwater, Pinellas County, Florida and being more particularly described as follows: Commence at the Northwest corner of said Section 7; thence S89?35'50"E, along the North line of theNorthwest 1/4 of said Section 7, for 55.00 feet to the East right-of-way line of Belcher Road; thence SOO?04'51"E, along said East right-of-way line and along a line being 55.00 feet East of and parallel to_ the West line of the Northwest 1/4 of said Section 7, same also being.the -be?ring basis of this description, for 480.50 feet to the Southwest corner of that property described in O.R. Book 6247 on page 1429 and being the POINT OF BEGINNING: thence S89035'50"E, along the South line of said property, and along a line 480.48 feet South of and parallel to the North line of said Northwest 1/4, for 390.04 feet to the center of a sanitary manhole; thence continue- S89035'50"E, along said parallel line, for 272.65 feet to the centerline of a creek; thence southeasterly approximately 850 feet along said centerline, same also being the westerly bounds of that certain property described in O.R. Book 5851, on page 1012, the following nine (9) courses being used for closure purposes; (1) thence S33042'24"E, for 10.60 feet; (2) thence S20046'23"E, for 139.50 feet; (3) thence SOl002'42"E, for 100.92 feet; (4) thence S26041'04"E, for 42.96 feet; (5) thence N83042'51"E, for 33.70 feet; (6) thence S65053'11"E, for ~0.08 feet; (7) thence S54052'27"E, for 146.40 feet; (8) thence S47012'36"E, for 199.78 feet; (9) thence S79053'47"E, for 93.99 feet; thence, leaving said creek centerline, S89036'10"E, for 95.00 feet to the perpendicular intersection with the East line of the Northwest 1/4 of the Northwest 1/4 of said Section 7; thence S00023'50"W, along said East line, for 324.98 feet to the Southeast corner of the Northwest 1/4 of the Northwest 1/4 of said Section 7; thence N89044'07"W along the South line of the Northwest 1/4 of the-Northwest 1/4 of said Section 7,for 232.83 feet to a point on the northeasterly right~of~way line of a 60.00 foot Seaboard Coast Line Railroad right-of-way; thence N72045'16"W, along said northeasterly line, for 1085.20 feet to the East right-of-way line of Belcher Road; thence N00004'51"W along said East line and along a line 55.00 feet East of and parallel to the West line of the Northwest 1/4 of said Section 7, for 539.23 feet to the POINT OF BEGINNING, and containing 15.78 acres, more or less. EXHIBIT A to Lease Agreement between City of Clearwater and Clearwater Youth Recreation Center, Inc.