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R05-098 " 1 RESOLUTION R05- oQB 2 3 A RESOLUTION OF THE CITY COMMISSION OF 4 THE CITY OF BOYNTON BEACH, FLORIDA, 5 AUTHORIZING THE MAYOR TO EXECUTE 6 LEASE AGREEMENTS BETWEEN THE CITY OF 7 BOYNTON BEACH, PALM BEACH COUNTY AND 8 MARW AN GHALI, BLANCHE GIRTMAN AND 9 JAMES JOHNSON, JR., AND PROVIDING AN 10 EFFECTIVE DATE. 11 12 WHEREAS, the community garden program has been an important part of 13 enhancing and improving the Seacrest Boulevard corridor within the Heart of Boynton 14 neighborhood area; and 15 WHEREAS, continuing the leasing program with the county and property owners 16 is an integral part of the redevelopment of this area of the City; and 17 WHEREAS, numerous neighborhood residents and groups such as girl and boy 18 scout troops, after school programs and the County's 4-H program use the garden plots in 19 the community gardens; and 20 WHEREAS, the City Staff recommends the approval of the three community 21 garden Lease Agreements between the City of Boynton Beach, Palm Beach County and 22 Marwan Ghali, Blanche H. Girtman and James Johnson, Jr. 23 NOW, THEREFORE, BE IT RESOLVED BY THE CITY COMMISSION 24 OF THE CITY OF BOYNTON BEACH, FLORIDA, THAT: 25 Section 1. The foregoing "WHEREAS" clauses are true and correct and hereby 26 ratified and confirmed by the City Commission. 27 Section 2. The City Commission of the City of Boynton Beach, Florida does 28 hereby authorize and direct the Mayor and City Clerk to execute three community garden S:\CA\RESO\Agreements\Community Garden Leases.doc " Lease Agreements between the City of Boynton Beach, Palm Beach County and Marwan 2 Ghali, Blanche H. Girtman and James Johnson Jr., a copy of each Agreement is attached 3 hereto as Exhibit "A", "B" and "C", respectively. 4 Section 3. This Resolution will become effective immediately upon passage. PASSED AND ADOPTED this al day of June, 2005. 5 6 7 8 9 10 11 12 13 14 15 16 17 18 19 20 21 22 23 24 25 26 27 28 29 30 CITY OF BOYNTON BEACH, FLORIDA '- G Commissioner ~ S:\CA\RESO\Agreements\Community Garden Leases.doc ;1e.~_ R2005 1712 SEP 13 21m R05-0Q 8 ******************************************************************************** . LEASE AGREEMENT between JAMES JOHNSON, JR. (Landlord) and PALM BEACH COUNTY, FLORIDA (County) and THE CITY OF BOYNTON BEACH (City) ****************************************************************************** G:\Pmpefty~SecticD'oOull.-dCoop~SV~0Iy~Bra:hJ.m-HFAppmve4ReviMd.4.23.OS.tbc R2005 t7lZ LEASE AGREEMENT THIS LEASE AGREEMENT, made and entered into SEP 13 · . by and between JAMES JOHNSON, JR. property owner, hereinafter referred to as "Landlord" of533 NW 13th Avenue, Boynton Beach, Florida 33435-3067, and PALM BEACH COUNTY, FLORIDA, a political subdivision of the State of Florida, on behalf of the Cooperative Extension Services Department, hereinafter referred to as "County", and the CITY OF BOYNTON BEACH, a municipal corporation, hereinafter referred to as "City". WITNES SETH: WHEREAS, Landlord is the owner of certain real property in Palm Beach County, Florida, located at 913 North Seacrest Boulevard, Boynton Beach, Florida 33435, which property is legally described in Exhibit "A" attached hereto and by reference made a part hereof (the "Property"); and WHEREAS, the County desires to lease the Property as hereinafter defined for the purpose of developing community gardens through County's 4-H Youth Development Program; and WHEREAS, City has agreed to asswne the responsibility for maintenance of certain areas of the Property, as depicted on Exhibit "B" attached hereto and made a part hereof ("Property Sketch-Area of City Responsibility), leased by Landlord to the County; and WHEREAS, Landlord is willing to lease the Property to the County for the purposes hereinafter defined. NOW THEREFORE, in consideration of the rents, covenants, and agreements hereinafter reserved and contained on the part of the County and City to be observed and performed, the Landlord demises and leases to County, and the County rents from Landlord the Property upon the following terms and conditions: ARTICLE I BASIC LEASE PROVISIONS Section 1.01 Premises. The Premises subject to this Lease shall consist of the Property together with any improvements now existing or constructed hereinafter thereon. 2 Section 1.02 Length of Term and Commencement Date. The term of this Lease shall commence on the March II, 2005 (the "Commencement Date"), and shall extend for a period of one (I) year thereafter (the "Term"), unless sooner terminated pursuant to the provisions of this Lease. The term of this Lease shall be automatically renewed for successive one (1) year periods unless either the County or Landlord provides the other party with notice of its intent not to renew this Lease at least sixty (60) days prior to the expiration of the current Term of this Lease. Additionally, either County, City or Landlord may cancel this Lease for any reason whatsoever upon sixty (60) days prior written notice to the other parties, whereupon the parties shall be relieved of all further obligations hereunder. ARTICLE II RENT Section 2.01 Annual Rent. County shall pay Landlord for the use and occupancy of the Premises an annual gross rental of One Dollar($1.00). This Lease is intended to be a "gross" lease and County's obligations hereunder shall be limited to those specifically set forth herein. All rental payments shall be made to the Landlord at the address specified in Section 15.04 herein. Section 2.02 Payment. County is a tax-exempt entity as is evidenced by tax exemption #60-2211419753 C. No sales or use tax shall be included or charged with Annual Rent.. ARTICLE III CONDUCT OF BUSINESS AND USE OF PREMISES BY COUNTY Section 3.01 Use of Premises. The Premises shall be used for the establishment and operation of the 4- H Community Garden Program. County shall not use, permit, or suffer the use ofthe Premises for any other purpose whatsoever without the prior written consent of Landlord which consent shall not be unreasonably withheld. County's obligations under this Lease are contingent upon such use ofthe Premises being in compliance with all applicable zoning laws, rules, and regulations affecting the Premises. Section 3.02 Conduct. County shall not commit waste upon the Premises, nor maintain, commit, or permit the maintenance or commission of a nuisance thereon, or use the Premises for any unlawful purpose. County acknowledges that its employees and the Premises shall, throughout the Term of this Lease, be in full compliance with all federal, state, county, and local statutes, laws, rules, and regulations respecting the use and occupancy of the Premises, provided County shall not be required to make alterations, additions, or improvements to the Premises in order to conform therewith. 3 Section 3.03 Hazardous Substances. County shall comply with all applicable Federal, State and local laws, regulations and ordinances protecting the environment and natural resources and regulating hazardous substances. Section 3.04 Surrender of Premises. Upon termination, expiration, or cancellation of this Lease, County, at its sole cost and expense, shall remove County's personal property and removable fixtures and equipment from the Premises, and shall surrender the Premises to the Landlord. Upon surrender of the Premises, title to any Alterations shall vest in Landlord. ARTICLE IV AL TERA TION OF LEASED PREMISES Section 4.01 Landlord's Work. Landlord shall not be obligated or required to perform any improvements whatsoever to the Property. Section 4.02 (a)(I) County's Work. County shall be entitled to make alterations, improvements, or additions to the Premises consistent with the use as a community garden program, (hereinafter, collectively' Alterations") at its sole cost and expense. County agrees and acknowledges that all County's Alterations installed on the Premises by County, whether pursuant to this Section or otherwise, shall be performed and accomplished solely for the benefit and convenience of County, and not for the benefit of Landlord, such Alterations being nevertheless subject to each and every provision of this Lease. All work done by County in connection with any Alterations, repairs, and maintenance on the Premises shall be done in a good and workmanlike manner. (a)(2) City's Work. City shall be entitled to make Alterations with respect to the installation of irrigation and irrigation meters on the Premises at its sole cost and expense. City agrees and acknowledges that all City's Alterations installed on the Premises by City, whether pursuant to this Section or otherwise, shall be performed and accomplished solely for the benefit and convenience of City, and not for the benefit of Landlord, such Alterations being nevertheless subject to each and every provision ofthis Lease. All such work done by City in connection with any Alterations, repairs, and maintenance on the Premises shall be done in a good and workmanlike manner. Landlord shall not be liable for accidents caused by said improvements or accidents caused by increased activity on the Premises due to the Community Garden Program. 4 (b) Construction Liens. Landlord and County shall comply with the Construction Lien Law, Florida Statutes Chapter 713, Part I, in the construction of any improvements to the Premises and shall obtain a public construction performance bond in accordance with Florida Statutes section 255.05, if required by such statute. In the event a construction lien is filed against the Premises in connection with any work performed by or on behalf of the Landlord or County, the party performing such work shall promptly cause such lien to be removed from the Premises. ARTICLE V REPAIRS AND MAINTENANCE OF PREMISES Section 5.01 Responsibility of County. County shall, at all times during the Term of this Lease, and at its own cost and expense, repair, replace and maintain in a good, safe and substantial condition, all improvements on the land including any fence that County may install which may surround the Premises and any improvements, additions, and alterations to the Premises, and County shall use all reasonable precautions to prevent waste, damage or injury to the Premises. While the replacement of sprinkler heads inside the fenced in area is the responsibility of the City pursuant to Section 5.02, County is responsible for the cost of the replacement heads. In the event that the City incurs costs for the replacement of sprinkler heads, City shall submit invoices for reimbursement to the attention of the Director ofthe Cooperative Extension Service at the address set forth in Section 15.04(b). Section 5.02 Responsibility of the City of Boynton Beach. City shall be responsible for and shall maintain the area of the Premises of the garden as depicted on Exhibit "B" attached hereto and made a part hereof, and, shall be responsible for the irrigation of the entire Premises. City shall indemnify County, to the extent provided in Article XVI below, in the event that City fails to comply with the obligations contained herein. Section 5.03 Hazardous Substance Indemnification by Landlord. Landlord hereby represents and warrants to County that there is not located in, on, upon, over, or under the Premises: (i) asbestos in any form; (ii) urea formaldehyde foam insulation; (iii) polychlorinated biphenyls; or (iv) any other chemical, material, or substance which is prohibited, limited, or regulated by federal, state, county, regional, or local authority. If said substance( s) exist, Landlord shall promptly remove said substance( s) at Landlord's sole cost and expense. County shall be fully responsible for any pollutants, odors, vapors, chemicals, and the like emitted by County's own furniture, fixtures, office machines, and equipment. ARTICLE VI INSURANCE Section 6.01 Liability Insurance. County shall, during the entire Term hereof, provide Landlord with a certificate evidencing self-insurance coverage for comprehensive general liability in the amount of One Hundred Thousand 5 Dollars ($100,000) per person and Two Hundred Thousand Dollars ($200,000) per incident or occurrence and Workers' Compensation insurance covering all employees in accordance with Chapter 440 Florida Statutes. In the event the Legislature should change the County's exposure by Statute above or below the sums insured against, the County shall provide insurance to the extent of that exposure. Section 6.02 Personal Property. All of County's personal property placed or moved in the Premises shall be at the risk of the County or the owner thereof. Except as otherwise provided herein, Landlord shall not be liable for any damage to such personal property, except to the extent caused by the Landlord, its agents' , or its employees' willful or negligent acts or omissions. ARTICLE VII DAMAGE OR DESTRUCTION OF PREMISES AND/OR COUNTY'S ALTERATIONS In the event the Premises shall be destroyed or so damaged or injured by fire or other casualty during the Term of this Lease, or any extension thereof, whereby the same shall be rendered untenable, in whole or in part, County shall have the right to terminate this Lease, whereupon the parties shall be relieved of all further obligations hereunder occurring subsequent to the date of such casualty. In the event the County elects to terminate this Lease as provided in this Section, the Annual Rent payable hereunder shall be prorated to the date of the casualty. In the event County does not exercise its right to terminate this lease due to any such casualty, Landlord shall promptly commence restoration of the Premises and diligently pursue such restoration to completion using materials oflike kind and quality or better. The rental due hereunder relating to the portion of the Premises render untenable shall be abated from the date of such casualty until completion of such restoration. ARTICLE VIII UTILITIES AND SERVICES Landlord shall provide water, sewer, electricity, and gas to the Premises boundary, at Landlord's sole cost and expense. Landlord warrants that all utility accounts and bills have been paid in full at the commencement of this Lease. County shall be solely responsible for and promptly pay directly to the utility company or the provider of such service all charges or assessments for gas, electricity, trash collection and removal and any other utility used or consumed by County. Landlord shall not be liable for an interruption or failure in the supply of such service to the Premises resulting from a failure of the utility company to provide service to the Premises. City shall be responsible and pay for all water charges for water used or consumed in the operation of this Lease. 6 ARTICLE IX ASSIGNMENT AND SUBLETTING County may not assign, mortgage, pledge, or encumber this Lease in whole or in part, nor sublet all or any portion of the Premises, without Landlord's prior written consent, which shall not be unreasonably withheld. In the event of an approved assignment, County shall be released from any further obligation hereunder. Any sale, mortgage, pledge, or encumbrance of the Property by Landlord shall be subject to the terms of this Lease Agreement. ARTICLE X DEFAULT Section 10.01 Default by County. The occurrence of anyone or more of the following shall constitute an Event of Default by County under this Lease: (i) failure by County to pay the Annual Rent within fifteen (15) days after receipt of notice from Landlord; (ii) failure by County to perform or observe any of the agreements, covenants, or conditions contained in this Lease on County's part to be performed or observed for more than thirty (30) days after notice from Landlord of such failure; (iii) County's vacating or abandoning the Premises; or (iv) County's leasehold estate being taken by execution, attachment, or process of law. If any Event of Default occurs, then, at any time thereafter while the Event of Default continues, Landlord shall have the right to give County notice that Landlord intends to terminate this Lease upon a specified date not less than thirty (30) days after the date notice is received by County, and this Lease shall then expire on the date specified as if that date had been originally fixed as the expiration date of the Term of this Lease. If, however, the default is cured within such period or within a reasonable period thereafter ifthe same cannot be cured within such period and County undertake such cure within such period and the Landlord is so notified, this Lease will continue. Section 10.02 Default by Landlord. Landlord shall be in default of this Lease if Landlord shall fail to observe or perform any term, covenant, or condition of this Lease on the Landlord's part to be observed or performed, and the Landlord fails to remedy the same within thirty (30) days after notice from County. In the event the default is of such a nature that it cannot be reasonably cured within the foregoing thirty (30) day period, Landlord shall be entitled to a reasonable period oftime under the circumstances in which to cure said default, provided that Landlord diligently proceeds with the curing of the default. In the event that the default is not cured by Landlord within the foregoing time period, County, at County's option, may either cure said default and Landlord shall reimburse County for all expenses incurred by County in doing so, or County may give to the Landlord a thirty (30) days notice specifying that the County intends to terminate this Lease. Upon receipt of said notice and expiration of the thirty (30) day period, this Lease and all obligations of County hereunder shall terminate and County shall thereupon be relieved of all further obligations hereunder. 7 ARTICLE XI ACCESS BY LANDLORD Landlord and Landlord's agents and employees shall have the right to enter upon the Premises at all reasonable times to examine the same, and to make any repairs which may be required or permitted hereunder. Landlord shall provide County with twenty four (24) hours advance notice prior to exercising such right except in an emergency in which event no notice shall be required and shall exercise such right in a manner which minimizes the impact upon County's use of the Premises. ARTICLE XII ANNUAL BUDGETARY FUNDING/CANCELLATION This Agreement and all obligations of County hereunder are subject to and contingent upon annual budgetary funding by the Board of County Commissioners of Palm Beach County. Notwithstanding anything in this Lease to the contrary, County shall have the right to cancel this Lease for any reason upon sixty (60) days prior written notice to the other parties, whereupon the parties shall be relieved of all further obligation hereunder. Further, all obligations of City hereunder are subject to and contingent upon annual budgetary funding by the City of Boynton Beach Commission, and, City shall have the right to cancel its obligations under this Lease for budgetary reasons upon sixty (60) days prior written notice to the other parties, whereupon City shall be relieved of all further obligations hereunder arising subsequent to such termination. ARTICLE XIII QUIET ENJOYMENT Upon the observance and performance of all the covenants, terms, and conditions on County's part to be observed and performed, County shall peaceably and quietly hold and enjoy the Premises for the Term hereby demised and any extensions thereof without hindrance or interruption by Landlord or any other person or persons lawfully or equitably claiming by, through, or under the Landlord, subject, nevertheless, to the terms and conditions of this Lease. ARTICLE XIV CONDEMNATION If all or part of the Premises shall be taken, condemned or conveyed pursuant to agreement in lieu of condemnation for public or quasi public use, the entire compensation or award therefore, including any severance damages, shall be apportioned between Landlord and County in proportion to the value oftheir respective interests and the rent shall be recalculated effective upon the date of vesting of title in the condemning authority to reflect the reduction in the Premises. County shall also be entitled to receive compensation for the value of any Alterations or other improvements made by County to the Premises and moving expenses. In addition, County may elect to terminate this Lease in which event this Lease shall terminate effective as of the date title is vested in the condemning authority, whereupon the parties shall be relieved of all further obligations occurring 8 subsequent to the date oftermination other then those relating to apportionment of the compensation for such condemnation. In the event the County elects to terminate this Lease as provided in this Article, the Rent payable hereunder shall be prorated to the date of termination. County will be allowed not less than sixty (60) days notice to remove its property from the Premises. ARTICLE XV MISCELLANEOUS Section 15.01 Waiver, Accord and Satisfaction. The waiver by Landlord of any default of any term, condition, or covenant herein contained shall not be a waiver of such term, condition, or covenant, or any subsequent default of the same or any other term, condition, or covenant herein contained. The consent or approval by Landlord to or of any act by County requiring Landlord's consent or approval shall not be deemed to waive or render unnecessary Landlord's consent to or approval of any subsequent similar act by County. Section 15.02 Public Entity Crimes. As provided in Florida Statutes 287.132-133, Landlord hereby certifies that neither Landlord nor employees, who will perform hereunder, have been placed on the convicted vendor list maintained by the State of Florida Department of Management Services within the thirty-six (36) month period immediately preceding the Effective Date of the Term ofthis Lease. This certification is required pursuant to Florida Statues 287.133 (3)(a). Section 15.03 Entire Agreement. This Lease and any Exhibits attached hereto constitute all agreements, conditions, and understandings between Landlord and County concerning the Premises. All representations, either oral or written, shall be deemed to be merged into this Lease. Except as herein otherwise provided, no subsequent alteration, waiver, change, or addition to this Lease shall be binding upon Landlord or County unless reduced to writing and signed by them. Section 15.04 Notices. 9 All notices, consents, approvals, and elections (collectively, "notices") to be given or delivered by or to all parties hereunder shall be in writing and shall be (as elected by the party giving such notice) hand delivered by messenger, courier service, or national overnight delivery service (provided in each case a receipt is obtained), telecopied or faxed, or alternatively shall be sent by United States Certified Mail, with Return-Receipt Requested. The effective date of any notice shall be the date of delivery ofthe notice ifby personal delivery, courier services, or national overnight delivery service, or on the date of transmission with confirmed answer back if telecopier or fax if transmitted before 5PM on a business day and on the next business day if transmitted after 5PM or on a non-business day, or if mailed, upon the date which the return receipt is signed or delivery is refused or the notice designated by the postal authorities as non-deliverable, as the case may be. The parties hereby designed the following addresses as the addresses to which notices may be delivered, and delivery to such addresses shall constitute binding notice given to such party: (a) If to the Landlord at: James Johnson, Jr. 533 N. W. 13th Avenue Boynton Beach, Fl. 33435-3067 Fax 561- (b) If to the County at: Palm Beach County Cooperative Extension Service 559 North Military Trail West Palm Beach, Florida 33415 Attn: Audrey Norman Fax 561-233-1761 with a copy to: Property and Real Estate Management Division Attn: Director 3200 Belvedere Road, Building 1169 West Palm Beach, FL 33406-1544 Fax 561-233-0210 Telephone 561-233-0217 10 (c) If to the City at: City of Boynton Beach 100 E Boynton Beach Boulevard P. O. Box 310 Boynton Beach, Fl. 33425-0310 Attn.: Dan DeCarlo, Director of Development Fax 561-742-6285 Any party may from time to time change the address to which notice under this Lease shall be given such party, upon three (3) days prior written notice to the other parties. Section 15.05 Brokers' Commission. Each of the parties represents and warrants to the other that they have not dealt with any real estate salesperson, agent, finder, or broker in connection with this Lease. Section 15.06 Severability. If any term of this Lease, or the application thereof to any person or circumstances, shall to any extent be invalid or unenforceable, the remainder of this Lease, or the application or such term to persons or circumstances other than those as to which it is invalid or unenforceable, shall not be affected thereby, and each term of this Lease shall be valid and enforceable to the fullest extent permitted by law. Section 15.07 Captions. The captions in this Lease are included for convenience only and shall not be taken into consideration in any construction or interpretations of this Lease or any of its provisions. Section 15.08 Recording. County shall be entitled to record this Lease or a Memorandum of Lease in the public records of Palm Beach County for the purpose of providing public notice of County's interest in the Premises. Section 15.09 Waiver of Jury Trial. THE PARTIES HERETO WAIVE TRIAL BY JURY IN CONNECTION WITH PROCEEDINGS OR COUNTERCLAIMS BROUGHT BY EITHER OF THE PARTIES HERETO AGAINST THE OTHER IN CONNECTION WITH THIS LEASE. Section 15.10 Governing Law and Venue. This Lease shall be governed by and interpreted according to the laws ofthe State of Florida and venue shall be in a state court of competent jurisdiction in Palm Beach County. 11 Section 15.11 Time of Essence. Time is of the essence with respect to the performance of every provision of this Lease in which time of performance is a factor. Section 15.12 Benefit and Binding Effect. This Lease shall be binding upon and inure to the benefit of the heirs, successors, legal representatives, and assigns of the parties hereto. Section 15.13 Radon. Radon is a naturally occurring radioactive gas that, when it has accumulated in a building in sufficient quantities, may present health risks to persons who are exposed to it over time. Levels of radon that exceed federal and state guidelines have been found in buildings in Florida. Additional information regarding radon and radon testing may be obtained from County's public health unit. Section 15.14 Non-Exclusivity of Remedies. No remedy herein conferred upon any party is intended to be exclusive of any other remedy, and each and every such remedy shall be cumulative and shall be in addition to every other remedy given hereunder or now or hereafter existing at law or in equity or by statute or otherwise. No single or partial exercise by any party of any right, power, or remedy hereunder shall preclude any other or further exercise thereof. Section 15.15 Non-Discrimination. The parties agree that no person shall, on the grounds of race, color, sex, national origin, disability, religion, ancestry, marital status, or sexual orientation be excluded from the benefits of, or be subjected to any form of discrimination under any activity carried out by the performance of this Agreement. Section 15.16 Construction. No party shall be considered the author of this Agreement since the parties hereto have participated in extensive negotiations and drafting and redrafting of this document to arrive at a final Agreement. Thus, the terms of this Agreement shall not be strictly construed against one party as opposed to the other party based upon who drafted it. In the event that any section, paragraph, sentence, clause, or provision hereof is held by a court of competent jurisdiction to be invalid, such shall not effect the remaining portions ofthis Agreement and the same shall remain in full force and effect. Section 15.17 Incorporation by References. Exhibits attached hereto and referenced herein shall be deemed to be incorporated into this Agreement by reference. 12 Section 15.18 Effective Date of Agreement. This Agreement is expressly contingent upon the approval of the Palm Beach County Board of County Commissioners, and shall become effective only when signed by all parties and approved by the Palm Beach County Board of County Commissioners. ARTICLE XVI INDEMNITY Landlord shall protect, defend, reimburse and indemnify and hold harmless County and the City, their agents, employees and elected officers harmless from and against all claims, liability, expense, loss, cost, damages or causes of action of every kind and character, including attorney's fees and costs, whether at trial or appellate levels or otherwise, arising from the acts or omissions of Landlord. County acknowledges the waiver of sovereign immunity for liability in tort contained in Florida Statutes Section 768.28 and acknowledges that such statute permits actions at law against the County to recover damages in tort for money damages up to the amounts set forth in such statute for injury or loss of property, personal injury, or death caused by the negligence or wrongful act or omission of an employee of County while acting within the scope of the employee's office or employment under such circumstances in which the County, if a private person, would be liable under the general laws ofthis State. City shall be liable for its own actions and negligence and shall indemnify and hold harmless the County against any actions, claims or damages arising out of City's negligent, willful or intentional acts or omissions in connection with this Lease. The foregoing indemnification shall not constitute a waiver of sovereign immunity beyond the limits set forth in Florida Statutes, Section 768.28, nor shall the same be construed to constitute agreement by the City to indemnify the County for County's negligence, willful, or intentional acts or omissions. (REMAINDER OF PAGE INTENTIONALLY LEFT BLANK) 13 IN WITNESS WHEREOF, Landlord, City and County have executed this Lease, or have caused the same to be executed, as of the day and year first above written. WITNESS: WITNESS: SHARON R. BOCK, CLERK & COMPTROLLER % ... : :: , .... .^-- ".....L.. ....,.": flllP'..... ....r:v.F '" On.......... "?: '" q * --- \\11\ ................-.... \\\\\\\."",,-,,"" APPROVED AS TO FORM AND LEGAL SUFFICIENCY , lL~ //, , / / . " - AMES J HNSON, JR. COUNTY: PALM BEACH COUNTY, FLORIDA, a political subdivision of the State of Florida . SEP 13 . APPROVED AS TO TERMS AND CONDITIONS BYiZ\- ~Wb~ Department irector \ 14 CITY OF ATTEST: ./ / ~M'1c 'In ~ Ci Clerk APPROVED AS TO FORM: ~C1J'1L U h3lbs Office of the City Attorney { ( , 1..4,1() STATE OF FLORIDA COUNTY OF PALM BEACH I HERBY CERTIFY that on this ~ 1{--ft-. day of J~ve- 2005, before me personally appeared /1I1/idC /'11C('v'ttv') If.'~~.'.. .111'1< r' , personally known to me or who produced as identification and who did ( ) did not (-)-take an oath and who executed the foregoing instrument and acknowledged before that he executed the same for the purposes therein. ~~ C1->^- Co'PA-u / Notary Public, State of Florida , .rV:r/1-1f/ C/JUflV'/' Print Name Commission No. My Commission Expires: 15 .......--.. . DII:::~"''''M''''''''",,_, i.;;m ~~ I : i.\cIi!i ExpI,.. 31112001 ! ! ~..~Z -IlwuC800I432_! :Io.I....:~~.........~.~~2:.~.:.I::;.: SCHEDULE OF EXHIBITS EXHIBIT "A" - LEGAL DESCRIPTION OF THE PROPERTY EXHIBIT "B" - PROPERTY SKECTCH-AREA OF CITY RESPONSIBILITY 16 EXHIBIT "A" LEGAL DESCRIPTION OF THE "PROPERTY" LOTS 132,133 AND 134, LESS 20' RETURN CURVE AREA ROAD RIGHT -OF- WAY, AND 135 TO 138 INC., BLOCK D, ACCORDING TO THE PLAT THEREOF ON FILE IN THE OFFICE OF THE CLERK OF THE CIRCUIT COURT IN AND FOR PALM BEACH COUNTY, FLORIDA, AS RECORDED IN PLAT BOOK 4, PAGE 51, AS RECORDED IN OFFICIAL RECORD BOOK 9173, PAGE 195, OF THE RECORDS OF PALM BEACH COUNTY, FLORIDA. LESS LOTS 133 AND 134. PROPERTY CONTROL NO. 08-43-45-21-07-004-1320 17 ,..- - EXHIBIT "B" PROPERTY SKETCH-AREA OF CITY RESPONSIBILITY ~ .J A rl\. ..e ~ ::f 0 H tJ > 0 N :r R. I q~~ " I "! l ! : . ".; ! I 1 I-~'~ '00 I 5<0' T GfFt 1--. l' II = peRIm.ei~ N o = TP.ee DeNotvStAA11ON GAR~N R 200 5 1713 SEP I 3 21m ~06-oq8 ******************************************************************************** LEASE AGREEMENT between BLANCHE H. GIRTMAN (Landlord) and PALM BEACH COUNTY, FLORIDA (County) and THE CITY OF BOYNTON BEACH (City) ****************************************************************************** G:\Property Mgmt Section\Out Lease\Coop Extension SVC\Lease. City Boynton Beach Girtman HF Approved Revised 04.25.06.doc R2005 1713 LEASE AGREEMENT THIS LEASE AGREEMENT, made and entered into SEll 13 ZOOS , by and between BLANCHE H. GIRTMAN property owner, hereinafter referred to as "Landlord" of912 N.W. 3'd Street. P.O. Box 1552, Boynton Beach, Florida 33425-1552, nd PALM BEACH COUNTY, FLORIDA, a political subdivision of the State of Florida, on behalf of the Cooperative Extension Services Department, hereinafter referred to as "County", and the CITY OF BOYNTON BEACH, a municipal corporation, hereinafter referred to as "City". WITNE SSE TH: WHEREAS, Landlord is the owner of certain real property in Palm Beach County, Florida, located at North Seacrest Boulevard, Boynton Beach, Florida 33436" which property is legally described in Exhibit "A" attached hereto and by reference made a part hereof (the "Property"); and WHEREAS, the County desires to lease the Property as hereinafter defined for the purpose of developing community gardens through County's 4-H Youth Development Program_; and WHEREAS, City has agreed to assume the responsibility for maintenance of certain areas of the Property, as depicted on Exhibit "B" attached hereto and made a part hereof ("Property Sketch-Area of City Responsibility"), leased by Landlord to the County; and WHEREAS, Landlord is willing to lease the Property to the County for the purposes hereinafter defined. NOW THEREFORE, in consideration ofthe rents, covenants, and agreements hereinafter reserved and contained on the part of the County and City to be observed and performed, the Landlord demises and leases to County, and the County rents from Landlord the Property upon the following terms and conditions: ARTICLE I BASIC LEASE PROVISIONS Section 1.01 Premises. The Premises subject to this Lease shall consist of the Property together with any improvements now existing or constructed hereinafter thereon. 2 Section 1.02 Length of Term and Commencement Date. The term of this Lease shall commence on the February 5, 2005 (the "Commencement Date"), and shall extend for a period of one (1) year thereafter (the "Term"), unless sooner terminated pursuant to the provisions of this Lease. The term of this Lease shall be automatically renewed for successive one (1) year periods unless either the County or Landlord provides the other party with notice of its intent not to renew this Lease at least sixty (60) days prior to the expiration of the current Term of this Lease. Additionally, either County, City or Landlord may cancel this Lease for any reason whatsoever upon sixty (60) days prior written notice to the other parties, whereupon the parties shall be relieved of all further obligations hereunder. ARTICLE II RENT Section 2.01 Annual Rent. County shall pay Landlord for the use and occupancy of the Premises an annual gross rental of One Dollar($1.00). This Lease is intended to be a "gross" lease and County's obligations hereunder shall be limited to those specifically set forth herein. All rental payments shall be made to the Landlord at the address specified in Section 15.04 herein. Section 2.02 Payment. County is a tax-exempt entity as is evidenced by tax exemption #60-221 1419753 C. No sales or use tax shall be included or charged with Annual Rent. ARTICLE III CONDUCT OF BUSINESS AND USE OF PREMISES BY COUNTY Section 3.01 Use of Premises. The Premises shall be used for the establishment and operation of the 4- H Community Garden Program:. County shall not use, permit, or suffer the use of the Premises for any other purpose whatsoever without the prior written consent of Landlord which consent shall not be unreasonably withheld. County's obligations under this Lease are contingent upon such use ofthe Premises being in compliance with all applicable zoning laws, rules, and regulations affecting the Premises. Section 3.02 Conduct. County shall not commit waste upon the Premises, nor maintain, commit, or permit the maintenance or commission of a nuisance thereon, or use the Premises for any unlawful purpose. County acknowledges that its employees and the Premises shall, throughout the Term ofthis Lease, be in full compliance with all federal, state, county, and local statutes, laws, rules, and regulations respecting the use and occupancy of the Premises, provided County shall not be required to make alterations, additions, or improvements to the Premises in order to conform therewith. 3 Section 3.03 Hazardous Substances. County shall comply with all applicable Federal, State and local laws, regulations and ordinances protecting the environment and natural resources and regulating hazardous substances. Section 3.04 Surrender of Premises. Upon termination, expiration, or cancellation of this Lease, County, at its sole cost and expense, shall remove County's personal property and removable fixtures and equipment from the Premises, and shall surrender the Premises to the Landlord. Upon surrender of the Premises, title to any Alterations shall vest in Landlord. ARTICLE IV ALTERATION OF LEASED PREMISES Section 4.01 Landlord's Work. Landlord shall not be obligated or required to perform any improvements whatsoever to the Property. Section 4.02 (a)(I) County's Work. County shall be entitled to make alterations, improvements, or additions to the Premises consistent with the use as a community garden program, (hereinafter, collectively' Alterations") at its sole cost and expense. County agrees and acknowledges that all County's Alterations installed on the Premises by County, whether pursuant to this Section or otherwise, shall be performed and accomplished solely for the benefit and convenience of County, and not for the benefit of Landlord, such Alterations being nevertheless subject to each and every provision of this Lease. All work done by County in connection with any Alterations, repairs, and maintenance on the Premises shall be done in a good and workmanlike manner. (a)(2) City's Work. City shall be entitled to make Alterations with respect to the installation of irrigation and irrigation meters on the Premises at its sole cost and expense. City agrees and acknowledges that all City's Alterations installed on the Premises by City, whether pursuant to this Section or otherwise, shall be performed and accomplished solely for the benefit and convenience of City, and not for the benefit of Landlord, such Alterations being nevertheless subject to each and every provision ofthis Lease. All such work done by City in connection with any Alterations, repairs, and maintenance on the Premises shall be done in a good and workmanlike manner. Landlord shall not be liable for accidents caused by said improvements or accidents caused by increased activity on the Premises due to the Community Garden Program. 4 (b) Construction Liens. Landlord and County shall comply with the Construction Lien Law, Florida Statutes Chapter 713, Part I, in the construction of any improvements to the Premises and shall obtain a public construction performance bond in accordance with Florida Statutes section 255.05, if required by such statute. In the event a construction lien is filed against the Premises in connection with any work performed by or on behalf of the Landlord or County, the party performing such work shall promptly cause such lien to be removed from the Premises. ARTICLE V REPAIRS AND MAINTENANCE OF PREMISES Section 5.01 Responsibility of County. County shall, at all times during the Term of this Lease, and at its own cost and expense, repair, replace and maintain in a good, safe and substantial condition, all improvements on the land including any fence that County may install which may surround the Premises and any improvements, additions, and alterations to the Premises, and County shall use all reasonable precautions to prevent waste, damage or injury to the Premises. While the replacement of sprinkler heads inside the fenced in area is the responsibility ofthe City pursuant to Section 5.02, County is responsible for the cost of the replacement heads. In the event that the City incurs costs for the replacement of sprinkler heads, City shall submit invoices for reimbursement to the attention of the Director of the Cooperative Extension Service at the address set forth in Section 15.04(b). Section 5.02 Responsibility of the City of Boynton Beach. City shall be responsible for and shall maintain the area of the Premises outside the fenced portion of the garden as depicted on Exhibit "B" attached hereto and made a part hereof, and, shall be responsible for the irrigation of the entire Premises. City shall indemnify County, to the extent provided in Article XVI below, in the event that City fails to comply with the obligations contained herein. Section 5.03 Hazardous Substance Indemnification by Landlord Landlord hereby represents and warrants to County that there is not located in, on, upon, over, or under the Premises: (i) asbestos in any form; (ii) urea formaldehyde foam insulation; (iii) polychlorinated biphenyls; or (iv) any other chemical, material, or substance which is prohibited, limited, or regulated by federal, state, county, regional, or local authority. If said substance(s) exist, Landlord shall promptly remove said substance( s) at Landlord's sole cost and expense. County shall be fully responsible for any pollutants, odors, vapors, chemicals, and the like emitted by County's own furniture, fixtures, office machines, and equipment. 5 ARTICLE VI INSURANCE Section 6.01 Liability Insurance. County shall, during the entire Term hereof, provide Landlord with a certificate evidencing self-insurance coverage for comprehensive general liability in the amount of One Hundred Thousand Dollars ($100,000) per person and Two Hundred Thousand Dollars ($200,000) per incident or occurrence and Workers' Compensation insurance covering all employees in accordance with Chapter 440 Florida Statutes. In the event the Legislature should change the County's exposure by Statute above or below the sums insured against, the County shall provide insurance to the extent of that exposure. Section 6.02 Personal Property. All of County's personal property placed or moved in the Premises shall be at the risk of the County or the owner thereof. Except as otherwise provided herein, Landlord shall not be liable for any damage to such personal property, except to the extent caused by the Landlord, its agents', or its employees' willful or negligent acts or omissions. ARTICLE VII DAMAGE OR DESTRUCTION OF PREMISES AND/OR COUNTY'S AL TERA TIONS In the event the Premises shall be destroyed or so damaged or injured by fire or other casualty during the Term of this Lease, or any extension thereof, whereby the same shall be rendered untenable, in whole or in part, County shall have the right to terminate this Lease, whereupon the parties shall be relieved of all further obligations hereunder occurring subsequent to the date of such casualty. In the event the County elects to terminate this Lease as provided in this Section, the Annual Rent payable hereunder shall be prorated to the date of the casualty. In the event County does not exercise its right to terminate this lease due to any such casualty, Landlord shall promptly commence restoration of the Premises and diligently pursue such restoration to completion using materials oflike kind and quality or better. The rental due hereunder relating to the portion ofthe Premises render untenable shall be abated from the date of such casualty until completion of such restoration. ARTICLE VIII UTILITIES AND SERVICES 6 Landlord shall provide water, sewer, electricity, and gas to the Premises boundary, at Landlord's sole cost and expense. Landlord warrants that all utility accounts and bills have been paid in full at the commencement of this Lease. County shall be solely responsible for and promptly pay directly to the utility company or the provider of such service all charges or assessments for gas, electricity, trash collection and removal and any other utility used or consumed by County. Landlord shall not be liable for an interruption or failure in the supply of such service to the Premises resulting from a failure ofthe utility company to provide service to the Premises. City shall be responsible and pay for all water charges for water used or consumed in the operation of this Lease. ARTICLE IX ASSIGNMENT AND SUBLETTING County may not assign, mortgage, pledge, or encumber this Lease in whole or in part, nor sublet all or any portion of the Premises, without Landlord's prior written consent, which shall not be unreasonably withheld. In the event of an approved assignment, County shall be released from any further obligation hereunder. Any sale, mortgage, pledge, or encumbrance of the Property by Landlord shall be subject to the terms of this Lease Agreement. ARTICLE X DEFAULT Section 10.01 Default by County. The occurrence of anyone or more of the following shall constitute an Event of Default by County under this Lease: (i) failure by County to pay the Annual Rent within fifteen (15) days after receipt of notice from Landlord; (ii) failure by County to perform or observe any of the agreements, covenants, or conditions contained in this Lease on County's part to be performed or observed for more than thirty (30) days after notice from Landlord of such failure; (iii) County's vacating or abandoning the Premises; or (iv) County's leasehold estate being taken by execution, attachment, or process of law. If any Event of Default occurs, then, at any time thereafter while the Event of Default continues, Landlord shall have the right to give County notice that Landlord intends to terminate this Lease upon a specified date not less than thirty (30) days after the date notice is received by County, and this Lease shall then expire on the date specified as if that date had been originally fixed as the expiration date ofthe Term of this Lease. If, however, the default is cured within such period or within a reasonable period thereafter if the same cannot be cured within such period and County undertake such cure within such period and the Landlord is so notified, this Lease will continue. Section 10.02 Default by Landlord. Landlord shall be in default of this Lease if Landlord shall fail to observe or perform any term, covenant, or condition of this Lease on the Landlord's part to be observed or performed, and the Landlord fails to remedy the same within thirty (30) days after notice from County. In the event the default is of such a nature that it cannot be reasonably cured within the foregoing thirty (30) day 7 period, Landlord shall be entitled to a reasonable period oftime under the circumstances in which to cure said default, provided that Landlord diligently proceeds with the curing of the default. In the event that the default is not cured by Landlord within the foregoing time period, County, at County's option, may either cure said default and Landlord shall reimburse County for all expenses incurred by County in doing so, or County may give to the Landlord a thirty (30) days notice specifying that the County intends to terminate this Lease. Upon receipt of said notice and expiration of the thirty (30) day period, this Lease and all obligations of County hereunder shall terminate and County shall thereupon be relieved of all further obligations hereunder. ARTICLE XI ACCESS BY LANDLORD Landlord and Landlord's agents and employees shall have the right to enter upon the Premises at all reasonable times to examine the same, and to make any repairs which may be required or permitted hereunder. Landlord shall provide County with twenty four (24) hours advance notice prior to exercising such right except in an emergency in which event no notice shall be required and shall exercise such right in a manner which minimizes the impact upon County's use of the Premises. ARTICLE XII ANNUAL BUDGETARY FUNDING/CANCELLA TION This Agreement and all obligations of County hereunder are subject to and contingent upon annual budgetary funding by the Board of County Commissioners of Palm Beach County. Notwithstanding anything in this Lease to the contrary, County shall have the right to cancel this Lease for any reason upon sixty (60) days prior written notice to the other parties, whereupon the parties shall be relieved of all further obligation hereunder. Further, all obligations of City hereunder are subject to and contingent upon annual budgetary funding by the City of Boynton Beach Commission, and, City shall have the right to cancel its obligations under this Lease for budgetary reasons upon sixty (60) days prior written notice to the other parties, whereupon City shall be relieved of all further obligations hereunder arising subsequent to such termination. ARTICLE XIII QUIET ENJOYMENT Upon the observance and performance of all the covenants, terms, and conditions on County's part to be observed and performed, County shall peaceably and quietly hold and enjoy the Premises for the Term hereby demised and any extensions thereof without hindrance or interruption by Landlord or any other person or persons lawfully or equitably claiming by, through, or under the Landlord, subject, nevertheless, to the terms and conditions of this Lease. ARTICLE XIV CONDEMNATION 8 If all or part of the Premises shall be taken, condemned or conveyed pursuant to agreement in lieu of condemnation for public or quasi public use, the entire compensation or award therefore, including any severance damages, shall be apportioned between Landlord and County in proportion to the value oftheir respective interests and the rent shall be recalculated effective upon the date of vesting of title in the condemning authority to reflect the reduction in the Premises. County shall also be entitled to receive compensation for the value of any Alterations or other improvements made by County to the Premises and moving expenses. In addition, County may elect to terminate this Lease in which event this Lease shall terminate effective as of the date title is vested in the condemning authority, whereupon the parties shall be relieved of all further obligations occurring subsequent to the date of termination other then those relating to apportionment of the compensation for such condemnation. In the event the County elects to terminate this Lease as provided in this Article, the Rent payable hereunder shall be prorated to the date of termination. County will be allowed not less than sixty (60) days notice to remove its property from the Premises. ARTICLE XV MISCELLANEOUS Section 15.01 Waiver, Accord and Satisfaction. The waiver by Landlord of any default of any term, condition, or covenant herein contained shall not be a waiver of such term, condition, or covenant, or any subsequent default of the same or any other term, condition, or covenant herein contained. The consent or approval by Landlord to or of any act by County requiring Landlord's consent or approval shall not be deemed to waive or render unnecessary Landlord's consent to or approval of any subsequent similar act by County. Section 15.02 Public Entity Crimes. As provided in Florida Statutes 287.132-133, Landlord hereby certifies that neither Landlord nor employees, who will perform hereunder, have been placed on the convicted vendor list maintained by the State of Florida Department of Management Services within the thirty-six (36) month period immediately preceding the Effective Date of the Term of this Lease. This certification is required pursuant to Florida Statues 287.133 (3)(a). Section 15.03 Entire Agreement. This Lease and any Exhibits attached hereto constitute all agreements, conditions, and understandings between Landlord and County concerning the Premises. All representations, either oral or written, shall be deemed to be merged into this Lease. Except as herein otherwise provided, no subsequent alteration, waiver, change, or addition to this Lease shall be binding upon Landlord or County unless reduced to writing and signed by them. Section 15.04 Notices. All notices, consents, approvals, and elections (collectively, "notices") to be given or delivered by or to all parties hereunder shall be in writing and shall be (as elected by the party giving such notice) hand delivered by messenger, courier service, or national overnight delivery service 9 (provided in each case a receipt is obtained),telecopied or faxed, or alternatively shall be sent by United States Certified Mail, with Return- Receipt Requested. The effective date of any notice shall be the date of delivery of the notice ifby personal delivery, courier services, or national overnight delivery service, or on the date of transmission with confirmed answer back if transmitted before 5PM on a business day and on the next business day if transmitted after 5PM or on a non-business day, or if mailed, upon the date which the return receipt is signed or delivery is refused or the notice designated by the postal authorities as non-deliverable, as the case may be. The parties hereby designed the following addresses as the addresses to which notices may be delivered, and delivery to such addresses shall constitute binding notice given to such party: (a) Ifto the Landlord at: Blanche H. Girtman 912 N. W. 3rd Street P. O. Box 1552 Boynton Beach, Fl. 33425-1552 Fax 561- (b) If to the County at: Palm Beach County Cooperative Extension Service 559 North Military Trail West Palm Beach, Florida 33415 Attn: Audrey Norman Fax 561-233-1761 with a copy to: Property and Real Estate Management Division Attn: Director 3200 Belvedere Road, Building 1169 West Palm Beach, FL 33406-1544 Fax 561-233-0210 Telephone 561-233-0217 (c) If to the City at: City of Boynton Beach 100 E Boynton Beach Boulevard P. O. Box 310 Boynton Beach, Fl. 33425-0310 10 Attn.: Dan DeCarlo, Director of Development Fax 561-742-6285 Any party may from time to time change the address to which notice under this Lease shall be given such party, upon three (3) days prior written notice to the other parties. Section 15.05 Brokers' Commission. Each of the parties represents and warrants to the other that they have not dealt with any real estate salesperson, agent, finder, or broker in connection with this Lease. Section 15.06 Severability. If any term of this Lease, or the application thereof to any person or circumstances, shall to any extent be invalid or unenforceable, the remainder of this Lease, or the application or such term to persons or circumstances other than those as to which it is invalid or unenforceable, shall not be affected thereby, and each term of this Lease shall be valid and enforceable to the fullest extent permitted by law. Section 15.07 Captions. The captions in this Lease are included for convenience only and shall not be taken into consideration in any construction or interpretations of this Lease or any of its provisions. Section 15.08 Recording. County shall be entitled to record this Lease or a Memorandum of Lease in the public records of Palm Beach County for the purpose of providing public notice of County's interest in the Premises. Section 15.09 Waiver of Jury Trial. THE PARTIES HERETO WAIVE TRIAL BY JURY IN CONNECTION WITH PROCEEDINGS OR COUNTERCLAIMS BROUGHT BY EITHER OF THE PARTIES HERETO AGAINST THE OTHER IN CONNECTION WITH THIS LEASE. Section 15.10 Governing Law and Venue. This Lease shall be governed by and interpreted according to the laws ofthe State of Florida and venue shall be in a state court of competent jurisdiction in Palm Beach County. Section 15.11 Time of Essence. Time is of the essence with respect to the performance of every provision of this Lease in which time of performance is a factor. Section 15.12 Benefit and Binding Effect. This Lease shall be binding upon and inure to the benefit of the heirs, successors, legal representatives, and assigns of the parties hereto. 11 Section 15.13 Radon. Radon is a naturally occurring radioactive gas that, when it has accumulated in a building in sufficient quantities, may present health risks to persons who are exposed to it over time. Levels of radon that exceed federal and state guidelines have been found in buildings in Florida. Additional information regarding radon and radon testing may be obtained from County's public health unit. Section 15.14 Non-Exclusivity of Remedies. No remedy herein conferred upon any party is intended to be exclusive of any other remedy, and each and every such remedy shall be cumulative and shall be in addition to every other remedy given hereunder or now or hereafter existing at law or in equity or by statute or otherwise. No single or partial exercise by any party of any right, power, or remedy hereunder shall preclude any other or further exercise thereof. Section 15.15 Non-Discrimination. The parties agree that no person shall, on the grounds of race, color, sex, national origin, disability, religion, ancestry, marital status, or sexual orientation be excluded from the benefits of, or be subjected to any form of discrimination under any activity carried out by the performance ofthis Agreement. Section 15.16 Construction. No party shall be considered the author of this Agreement since the parties hereto have participated in extensive negotiations and drafting and redrafting ofthis document to arrive at a final Agreement. Thus, the terms of this Agreement shall not be strictly construed against one party as opposed to the other party based upon who drafted it. In the event that any section, paragraph, sentence, clause, or provision hereof is held by a court of competent jurisdiction to be invalid, such shall not effect the remaining portions ofthis Agreement and the same shall remain in full force and effect. Section 15.17 Incorporation by References. Exhibits attached hereto and referenced herein shall be deemed to be incorporated into this Agreement by reference. Section 15.18 Effective Date of Agreement. This Agreement is expressly contingent upon the approval ofthe Palm Beach County Board of County Commissioners, and shall become effective only when signed by all parties and approved by the Palm Beach County Board of County Commissioners. ARTICLE XVI INDEMNITY Landlord shall protect, defend, reimburse and indemnify and hold harmless County and the City, their agents, employees and elected officers harmless from and against all claims, liability, 12 expense, loss, cost, damages or causes of action of every kind and character, including attorney's fees and costs, whether at trial or appellate levels or otherwise, arising from the acts or omissions of Landlord. County acknowledges the waiver of sovereign immunity for liability in tort contained in Florida Statutes Section 768.28 and acknowledges that such statute permits actions at law against the County to recover damages in tort for money damages up to the amounts set forth in such statute for injury or loss of property, personal injury, or death caused by the negligence or wrongful act or omission of an employee of County while acting within the scope of the employee's office or employment under such circumstances in which the County, if a private person, would be liable under the general laws of this State. City shall be liable for its own actions and negligence and shall indemnify and hold harmless the County against any actions, claims or damages arising out of City's negligent, willful or intentional acts or omissions in connection with this Lease. The foregoing indemnification shall not constitute a waiver of sovereign immunity beyond the limits set forth in Florida Statutes, Section 768.28, nor shall the same be construed to constitute agreement by the City to indemnify the County for County's negligence, willful, or intentional acts or omissions. (REMAINDER OF PAGE INTENTIONALLY LEFT BLANK) 13 IN WITNESS WHEREOF, Landlord, City and County have executed this Lease, or have caused the same to be executed, as of the day and year first above written. WITNESS: ~~= r! $~ ;?1LANCHE H. GIRTMAN j)~ Cj)eC~ Witness Signature JA.",:~ \ <=- DeCo-. (\ 0 :"iJ?/~~ :ZiE-tam!~R)7I/ L-/J WITNESS: SHARON R. BOCK CLERK & COMPTROLLER APPROVED AS TO FORM AND LEGAL SUFFICIENCY By: ~~~----- Assistan C nty Attorney COUNTY: PALM BEACH COUNTY, FLORIDA, a political subdivision of the State of Florida APPROVED AS TO TERMS AND CONDITIONS BY:~ ~~WP~ Department rector \ 14 ATTEST: APPROVED AS TO FORM: ~@Ul~~ Office of the City Attorney Signed and delivered in the presence of: /- C" / .~ 'ie:i5ZJ< ,1l11}1rlf ft jf'I,/Li;, Print Witness Name ~ e--f~ // ,,- "_ ~~;;;:J-MtC Print Witness Name , o ,/ /l~'-i1l<b STATE OF FLORIDA COUNTY OF PALM BEACH I HERBY CERTIFY that on this d. r day of .J l.<. ne- 2005, before me personally appeared iV/ac,L /\:'/'"C(tl.y', Vie -t' A1"yu r , personally known to,~ or who produced as identification and who did ( ) did not H take an oath and who executed the foregoing instrument and acknowledged before that he executed the same for the purposes therein. r-' , /' ./) .// ' -2r---Z~ ~~t.-'L ~~(../ NotaryPl!blic, State of Flopda _ <~ l/j;1.11/ (0 t. C.- ( ,V j Print Name Commission No. My commission Expires: 15 , M*Nt:::~~ \ ,em _",(IIlOl,,,'l'l4j . ;';;~Off\.~ . ~ I : ",,,,,,,,,, FIoriCW Aun.,1nC :................................ ...._._1 SCHEDULE OF EXHIBITS EXHIBIT "A" - LEGAL DESCRIPTION OF THE PROPERTY EXHIBIT "B" - PROPERTY SKECTCH-AREA OF CITY RESPONSIBILITY 16 EXHIBIT" A" LEGAL DESCRIPTION OF THE "PROPERTY" LOT 11, AND EAST 11 FEET OF LOT 12, FRANK WEBBER ADDITION TO BOYNTON BEACH, ACCORDING TO THE PLAT THEREOF ON FILE IN THE OFFICE OF THE CLERK OF THE CIRCUIT COURT IN AND FOR PALM BEACH COUNTY, FLORIDA, IN PLAT BOOK 9, PAGE 3, AS RECORDED IN OFFICIAL RECORD BOOK 788, PAGE 389, OF THE RECORDS OF PALM BEACH COUNTY, FLORIDA. PROPERTY CONTROL NO. 08-43-45-21-25-001-0110 17 , \ EXHIBIT "B" PROPERTY SKETCH-AREA OF CITY RESPONSIBILITY _. 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Or COVN1'{ RESPotJ>18ILI-H R 200 5 1711 SEP132111i RO~-Oq8 ******************************************************************************** LEASE AGREEMENT between MARW AN GRALl and SUHAIR GHALI (Landlord) and PALM BEACH COUNTY, FLORIDA (County) and THE CITY OF BOYNTON BEACH (City) ****************************************************************************** G:\Property Mgmt Section\Out Lease\Coop Extension SVC\Lease. City Boynton Beach Ghali HF Approved Revised 4.25.05.dcc LEASE AGREEMENT THIS LEASE AGREEMENT, made and entered into , by and between MARW AN GHALI and SUHAIR GHALI property owners, hereinafter referred to as "Landlord" of 9333 Laurel Green Drive and 9327 Laurel Green Drive, Boynton Beach, Florida 33437 respectively, whose Social Security Number is 595-32-3143 and 589-14-3622, respectively, and PALM BEACH COUNTY, FLORIDA, a political subdivision of the State of Florida, on behalf of the Cooperative Extension Services Department, hereinafter referred to as "County", and the CITY OF BOYNTON BEACH, a municipal corporation, hereinafter referred to as "City". WIT N E SSE T H: WHEREAS, Landlord is the owner of certain real property in Palm Beach County, Florida, located at North Seacrest Boulevard, Boynton Beach, Florida 33435, which property is legally described in Exhibit "A" attached hereto and by reference made a part hereof (the "Property" ); and WHEREAS, the County desires to lease the Property as hereinafter defined for the purpose of developing community gardens through County's 4-H Youth Development Program; and WHEREAS, City has agreed to assume the responsibility for maintenance of certain areas of the Property, as depicted on Exhibit "B" attached hereto and made a part hereof ("Property Sketch- Area of City Responsibility"), leased by Landlord to the County; and WHEREAS, Landlord is willing to lease the Property to the County for the purposes hereinafter defined. NOW THEREFORE, in consideration of the rents, covenants, and agreements hereinafter reserved and contained on the part of the County and City to be observed and performed, the Landlord demises and leases to County, and the County rents from Landlord the Property upon the following terms and conditions: ARTICLE I BASIC LEASE PROVISIONS Section 1.01 Premises. The Premises subject to this Lease shall consist of the Property together with any improvements now existing or constructed hereinafter thereon. Section 1.02 Length of Term and Commencement Date. The term of this Lease shall commence on the February 5, 2005 (the "Commencement Date"), and shall extend for a period of one (1) year thereafter (the "Term"), unless sooner terminated pursuant to the provisions of this Lease. The term of this Lease shall be automatically renewed for successive one (1) year periods unless either the County or Landlord provides the other party with notice of its intent not to renew this Lease at least sixty (60) days prior to the expiration of the current Term ofthis Lease. Additionally, either County, City or Landlord may cancel this Lease for any reason whatsoever upon sixty (60) days prior written notice to the other parties, whereupon the parties shall be relieved of all further obligations hereunder. ARTICLE II RENT Section 2.01 Annual Rent. County shall pay Landlord for the use and occupancy of the Premises an annual gross rental of One Dollar($1.00). This Lease is intended to be a "gross" lease and County's obligations hereunder shall be limited to those specifically set forth herein. All rental payments shall be made to the Landlord at the address specified in Section 15.04 herein. Section 2.02 Payment. County is a tax-exempt entity as is evidenced by tax exemption #60-2211419753 C. No sales or use tax shall be included or charged with Annual Rent. ARTICLE III CONDUCT OF BUSINESS AND USE OF PREMISES BY COUNTY Section 3.01 Use of Premises. The Premises shall be used for the establishment and operation of the 4-H_Community Garden Program. County shall not use, permit, or suffer the use ofthe Premises for any other purpose whatsoever without the prior written consent of Landlord which consent shall not be unreasonably withheld. County's obligations under this Lease are contingent upon such use ofthe Premises being in compliance with all applicable zoning laws, rules, and regulations affecting the Premises. Section 3.02 Conduct. County shall not commit waste upon the Premises, nor maintain, commit, or permit the maintenance or commission of a nuisance thereon, or use the Premises for any unlawful purpose. County acknowledges that its employees and the Premises shall, throughout the Term of this Lease, be in full compliance with all federal, state, county, and local statutes, laws, rules, and regulations respecting the use and occupancy of the Premises, provided County shall not be required to make alterations, additions, or improvements to the Premises in order to conform therewith. Section 3.03 Hazardous Substances. County shall comply with all applicable Federal, State and local laws, regulations and ordinances protecting the environment and natural resources and regulating hazardous substances. 3 Section 3.04 Surrender of Premises. Upon termination, expiration, or cancellation of this Lease, County, at its sole cost and expense, shall remove County's personal property and removable fixtures and equipment from the Premises, and shall surrender the Premises to the Landlord. Upon surrender of the Premises, title to any Alterations shall vest in Landlord. ARTICLE IV ALTERATION OF LEASED PREMISES Section 4.01 Landlord's Work. Landlord shall not be obligated or required to perform any improvements whatsoever to the Property. Section 4.02 (a)(I) County's Work. County shall be entitled to make alterations, improvements, or additions to the Premises consistent with the use as a community garden program, (hereinafter, collectively' Alterations") at its sole cost and expense. County agrees and acknowledges that all County's Alterations installed on the Premises by County, whether pursuant to this Section or otherwise, shall be performed and accomplished solely for the benefit and convenience of County, and not for the benefit of Landlord, such Alterations being nevertheless subject to each and every provision ofthis Lease. All work done by County in connection with any Alterations, repairs, and maintenance on the Premises shall be done in a good and workmanlike manner. (a)(2) City's Work City shall be entitled to make Alterations with respect to the installation of irrigation and irrigation meters on the Premises at its sole cost and expense. City agrees and acknowledges that all City's Alterations installed on the Premises by city, whether pursuant to this Section or otherwise, shall be performed and accomplished solely for the benefit and convenience of City, and not for the benefit of Landlord, such Alterations being nevertheless subject to each and every provision ofthis Lease. All such work done by City in connection with any Alterations, repairs, and maintenance on the Premises shall be done in a good and workmanlike manner. Landlord shall not be liable for accidents caused by said improvements or accidents caused by increased activity on the Premises due to the Community Garden Program. (b) Construction Liens. Landlord and County shall comply with the Construction Lien Law, Florida Statutes Chapter 713, Part I, in the construction of any improvements to the Premises and shall obtain a public construction performance bond in accordance with Florida Statutes section 255.05, ifrequired by such statute. In the event a construction lien is filed against the Premises in connection with any 4 work performed by or on behalf of the Landlord or County, the party performing such work shall promptly cause such lien to be removed from the Premises. ARTICLE V REPAIRS AND MAINTENANCE OF PREMISES Section 5.01 Responsibility of County. County shall, at all times during the Term of this Lease, and at its own cost and expense, repair, replace and maintain in a good, safe and substantial condition, all improvements on the land including any fence that County may install which may surround the Premises and any improvements, additions, and alterations to the Premises, and County shall use all reasonable precautions to prevent waste, damage or injury to the Premises. While the replacement of sprinkler heads inside the fenced in area is the responsibility of the City pursuant to Section 5.02, County is responsible for the cost of the replacement heads. In the event that the City incurs costs for the replacement of sprinkler heads, City shall submit invoices for reimbursement to the attention of the Director ofthe Cooperative Extension Service at the address set forth in Section 15.04(b). Section 5.02 Responsibility of the City of Boynton Beach. City shall be responsible for and shall maintain the area of the Premises outside the fenced portion of the garden as depicted on Exhibit "B" attached hereto and made a part hereof, and, shall be responsible for the irrigation of the entire Premises. City shall indemnify County, to the extent provided in Article XVI below, in the event that City fails to comply with the obligations contained herein. Section 5.03 Hazardous Substance Indemnification by Landlord Landlord hereby represents and warrants to County that there is not located in, on, upon, over, or under the Premises: (i) asbestos in any form; (ii) urea formaldehyde foam insulation; (iii) polychlorinated biphenyls; or (iv) any other chemical, material, or substance which is prohibited, limited, or regulated by federal, state, county, regional, or local authority. If said substance(s) exist, Landlord shall promptly remove said substance( s) at Landlord's sole cost and expense. County shall be fully responsible for any pollutants, odors, vapors, chemicals, and the like emitted by County's own furniture, fixtures, office machines, and equipment. ARTICLE VI INSURANCE Section 6.01 Liability Insurance. County shall, during the entire Term hereof, provide Landlord with a certificate evidencing self-insurance coverage for comprehensive general liability in the amount of One Hundred Thousand Dollars ($100,000) per person and Two Hundred Thousand Dollars ($200,000) per incident or occurrence and Workers' Compensation insurance covering all employees in accordance with Chapter 440 Florida Statutes. In the event the Legislature should change the County's exposure by 5 Statute above or below the sums insured against, the County shall provide insurance to the extent of that exposure. Section 6.02 Personal Property. All of County's personal property placed or moved in the Premises shall be at the risk of the County or the owner thereof. Except as otherwise provided herein, Landlord shall not be liable for any damage to such personal property, except to the extent caused by the Landlord, its agents' , or its employees' willful or negligent acts or omissions. ARTICLE VII DAMAGE OR DESTRUCTION OF PREMISES AND/OR COUNTY'S ALTERATIONS In the event the Premises shall be destroyed or so damaged or injured by fire or other casualty during the Term of this Lease, or any extension thereof, whereby the same shall be rendered untenable, in whole or in part, County shall have the right to terminate this Lease, whereupon the parties shall be relieved of all further obligations hereunder occurring subsequent to the date of such casualty. In the event the County elects to terminate this Lease as provided in this Section, the Annual Rent payable hereunder shall be prorated to the date of the casualty. In the event County does not exercise its right to terminate this lease due to any such casualty, Landlord shall promptly commence restoration of the Premises and diligently pursue such restoration to completion using materials of like kind and quality or better. The rental due hereunder relating to the portion of the Premises render untenable shall be abated from the date of such casualty until completion of such restoration. ARTICLE VIII UTILITIES AND SERVICES Landlord shall provide water, sewer, electricity, and gas to the Premises boundary, at Landlord's sole cost and expense. Landlord warrants that all utility accounts and bills have been paid in full at the commencement of this Lease. County shall be solely responsible for and promptly pay directly to the utility company or the provider of such service all charges or assessments for gas, electricity, trash collection and removal and any other utility used or consumed by County. Landlord shall not be liable for an interruption or failure in the supply of such service to the Premises resulting from a failure of the utility company to provide service to the Premises. City shall be responsible and pay for all water charges for water used or consumed in the operation of this Lease. ARTICLE IX ASSIGNMENT AND SUBLETTING County may not assign, mortgage, pledge, or encumber this Lease in whole or in part, nor sublet all or any portion of the Premises, without Landlord's prior written consent, which shall not be unreasonably withheld. In the event of an approved assignment, County shall be released from any 6 further obligation hereunder. Any sale, mortgage, pledge, or encumbrance of the Property by Landlord shall be subject to the terms of this Lease Agreement. ARTICLE X DEFAULT Section 10.01 Default by County. The occurrence of anyone or more of the following shall constitute an Event of Default by County under this Lease: (i) failure by County to pay the Annual Rent within fifteen (15) days after receipt of notice from Landlord; (ii) failure by County to perform or observe any of the agreements, covenants, or conditions contained in this Lease on County's part to be performed or observed for more than thirty (30) days after notice from Landlord of such failure; (iii) County's vacating or abandoning the Premises; or (iv) County's leasehold estate being taken by execution, attachment, or process of law. If any Event of Default occurs, then, at any time thereafter while the Event of Default continues, Landlord shall have the right to give County notice that Landlord intends to terminate this Lease upon a specified date not less than thirty (30) days after the date notice is received by County, and this Lease shall then expire on the date specified as if that date had been originally fixed as the expiration date of the Term of this Lease. If, however, the default is cured within such period or within a reasonable period thereafter if the same cannot be cured within such period and County undertake such cure within such period and the Landlord is so notified, this Lease will continue. Section 10.02 Default by Landlord. Landlord shall be in default of this Lease if Landlord shall fail to observe or perform any term, covenant, or condition of this Lease on the Landlord's part to be observed or performed, and the Landlord fails to remedy the same within thirty (30) days after notice from County. In the event the default is of such a nature that it cannot be reasonably cured within the foregoing thirty (30) day period, Landlord shall be entitled to a reasonable period of time under the circumstances in which to cure said default, provided that Landlord diligently proceeds with the curing of the default. In the event that the default is not cured by Landlord within the foregoing time period, County, at County's option, may either cure said default and Landlord shall reimburse County for all expenses incurred by County in doing so, or County may give to the Landlord a thirty (30) days notice specifying that the County intends to terminate this Lease. Upon receipt of said notice and expiration of the thirty (30) day period, this Lease and all obligations of County hereunder shall terminate and County shall thereupon be relieved of all further obligations hereunder. ARTICLE XI ACCESS BY LANDLORD Landlord and Landlord's agents and employees shall have the right to enter upon the Premises at all reasonable times to examine the same, and to make any repairs which may be required or permitted hereunder. Landlord shall provide County with twenty four (24) hours advance notice 7 prior to exercising such right except in an emergency in which event no notice shall be required and shall exercise such right in a manner which minimizes the impact upon County's use of the Premises. ARTICLE XII ANNUAL BUDGETARY FUNDING/CANCELLATION This Agreement and all obligations of County hereunder are subject to and contingent upon annual budgetary funding by the Board of County Commissioners of Palm Beach County. Notwithstanding anything in this Lease to the contrary, County shall have the right to cancel this Lease for any reason upon sixty (60) days prior written notice to the other parties, whereupon the parties shall be relieved of all further obligation hereunder. Further, all obligations of City hereunder are subject to and contingent upon annual budgetary funding by the City of Boynton Beach Commission, and, City shall have the right to cancel its obligations under this Lease for budgetary reasons upon sixty (60) days prior written notice to the other parties, whereupon City shall be relieved of all further obligations hereunder arising subsequent to such termination. ARTICLE XIII QUIET ENJOYMENT Upon the observance and performance of all the covenants, terms, and conditions on County's part to be observed and performed, County shall peaceably and quietly hold and enjoy the Premises for the Term hereby demised and any extensions thereof without hindrance or interruption by Landlord or any other person or persons lawfully or equitably claiming by, through, or under the Landlord, subject, nevertheless, to the terms and conditions of this Lease. ARTICLE XIV CONDEMNATION If all or part of the Premises shall be taken, condemned or conveyed pursuant to agreement in lieu of condemnation for public or quasi public use, the entire compensation or award therefore, including any severance damages, shall be apportioned between Landlord and County in proportion to the value oftheir respective interests and the rent shall be recalculated effective upon the date of vesting of title in the condemning authority to reflect the reduction in the Premises. County shall also be entitled to receive compensation for the value of any Alterations or other improvements made by County to the Premises and moving expenses. In addition, County may elect to terminate this Lease in which event this Lease shall terminate effective as of the date title is vested in the condemning authority, whereupon the parties shall be relieved of all further obligations occurring subsequent to the date of termination other then those relating to apportionment of the compensation for such condemnation. In the event the County elects to terminate this Lease as provided in this Article, the Rent payable hereunder shall be prorated to the date of termination. County will be allowed not less than sixty (60) days notice to remove its property from the Premises. 8 ARTICLE XV MISCELLANEOUS Section 15.01 Waiver, Accord and Satisfaction. The waiver by Landlord of any default of any term, condition, or covenant herein contained shall not be a waiver of such term, condition, or covenant, or any subsequent default of the same or any other term, condition, or covenant herein contained. The consent or approval by Landlord to or of any act by County requiring Landlord's consent or approval shall not be deemed to waive or render unnecessary Landlord's consent to or approval of any subsequent similar act by County. Section 15.02 Public Entity Crimes. As provided in Florida Statutes 287.132-133, Landlord hereby certifies that neither Landlord nor employees, who will perform hereunder, have been placed on the convicted vendor list maintained by the State of Florida Department of Management Services within the thirty-six (36) month period immediately preceding the Effective Date of the Term of this Lease. This certification is required pursuant to Florida Statues 287.133 (3)(a). Section 15.03 Entire Agreement. This Lease and any Exhibits attached hereto constitute all agreements, conditions, and understandings between Landlord and County concerning the Premises. All representations, either oral or written, shall be deemed to be merged into this Lease. Except as herein otherwise provided, no subsequent alteration, waiver, change, or addition to this Lease shall be binding upon Landlord or County unless reduced to writing and signed by them. Section 15.04 Notices. All notices, consents, approvals, and elections (collectively, "notices") to be given or delivered by or to all parties hereunder shall be in writing and shall be (as elected by the party giving such notice) hand delivered by messenger, courier service, or national overnight delivery service (provided in each case a receipt is obtained), telecopied or faxed, or alternatively shall be sent by United States Certified Mail, with Return-Receipt Requested. The effective date of any notice shall be the date of delivery ofthe notice ifby personal delivery, courier services, or national overnight delivery service, or on the date of transmission with confirmed answer back if telecopier or fax, if transmitted before 5PM on a business day and on the next business day if transmitted after 5PM or on a non-business day, or if mailed, upon the date which the return receipt is signed or delivery is refused or the notice designated by the postal authorities as non-deliverable, as the case may be. The parties hereby designed the following addresses as the addresses to which notices may be delivered, and delivery to such addresses shall constitute binding notice given to such party: 9 (a) If to the Landlord at: Marwan Ghali 9333 Laurel Green Drive Boynton Beach, Fl. 33437-3319 Fax 561- Suhair Ghali 9327 Laurel Green Drive Boynton Beach, Fl. 33437 Fax 561- (b) If to the County at: Palm Beach County Cooperative Extension Service 559 North Military Trail West Palm Beach, Florida 33415 Attn: Audrey Norman Fax 561-233-1761 with a copy to: Property and Real Estate Management Division Attn: Director 3200 Belvedere Road, Building 1169 West Palm Beach, FL 33406-1544 Fax 561-233-0210 Telephone 561-233-0217 ( c) If to the City at: City of Boynton Beach 100 E Boynton Beach Boulevard P. O. Box 310 Boynton Beach, Fl. 33425-0310 Attn.: Dan DeCarlo, Director of Development Fax 561-742-6285 Any party may from time to time change the address to which notice under this Lease shall be given such party, upon three (3) days prior written notice to the other parties. Section 15.05 Brokers' Commission. Each of the parties represents and warrants to the other that they have not dealt with any real estate salesperson, agent, finder, or broker in connection with this Lease. Section 15.06 Severability. If any term ofthis Lease, or the application thereofto any person or circumstances, shall to any extent be invalid or unenforceable, the remainder of this Lease, or the application or such term to 10 persons or circumstances other than those as to which it is invalid or unenforceable, shall not be affected thereby, and each term of this Lease shall be valid and enforceable to the fullest extent permitted by law. Section 15.07 Captions. The captions in this Lease are included for convenience only and shall not be taken into consideration in any construction or interpretations of this Lease or any of its provisions. Section 15.08 Recording. County shall be entitled to record this Lease or a Memorandum of Lease in the public records of Palm Beach County for the purpose of providing public notice of County's interest in the Premises. Section 15.09 Waiver of Jury Trial. THE PARTIES HERETO WAIVE TRIAL BY JURY IN CONNECTION WITH PROCEEDINGS OR COUNTERCLAIMS BROUGHT BY EITHER OF THE PARTIES HERETO AGAINST THE OTHER IN CONNECTION WITH THIS LEASE. Section 15.10 Governing Law and Venue. This Lease shall be governed by and interpreted according to the laws ofthe State of Florida and venue shall be in a state court of competent jurisdiction in Palm Beach County. Section 15.11 Time of Essence. Time is of the essence with respect to the performance of every provision of this Lease in which time of performance is a factor. Section 15.12 Benefit and Binding Effect. This Lease shall be binding upon and inure to the benefit of the heirs, successors, legal representatives, and assigns of the parties hereto. Section 15.13 Radon. Radon is a naturally occurring radioactive gas that, when it has accumulated in a building in sufficient quantities, may present health risks to persons who are exposed to it over time. Levels of radon that exceed federal and state guidelines have been found in buildings in Florida. Additional information regarding radon and radon testing may be obtained from County's public health unit. Section 15.14 Non-Exclusivity of Remedies. No remedy herein conferred upon any party is intended to be exclusive of any other remedy, and each and every such remedy shall be cumulative and shall be in addition to every other remedy given hereunder or now or hereafter existing at law or in equity or by statute or otherwise. No single or partial exercise by any party of any right, power, or remedy hereunder shall preclude any other or further exercise thereof. 11 Section 15.15 Non-Discrimination. The parties agree that no person shall, on the grounds of race, color, sex, national origin, disability, religion, ancestry, marital status, or sexual orientation be excluded from the benefits of, or be subjected to any form of discrimination under any activity carried out by the performance of this Agreement. Section 15.16 Construction. No party shall be considered the author of this Agreement since the parties hereto have participated in extensive negotiations and drafting and redrafting of this document to arrive at a final Agreement. Thus, the terms of this Agreement shall not be strictly construed against one party as opposed to the other party based upon who drafted it. In the event that any section, paragraph, sentence, clause, or provision hereof is held by a court of competent jurisdiction to be invalid, such shall not effect the remaining portions of this Agreement and the same shall remain in full force and effect. Section 15.17 Incorporation by References. Exhibits attached hereto and referenced herein shall be deemed to be incorporated into this Agreement by reference. Section 15.18 Effective Date of Agreement. This Agreement is expressly contingent upon the approval of the Palm Beach County Board of County Commissioners, and shall become effective only when sigrIed by all parties and approved by the Palm Beach County Board of County Commissioners. ARTICLE XVI INDEMNITY Landlord shall protect, defend, reimburse and indemnify and hold harmless County and the City, their agents, employees and elected officers harmless from and against all claims, liability, expense, loss, cost, damages or causes of action of every kind and character, including attorney's fees and costs, whether at trial or appellate levels or otherwise, arising from the acts or omissions of Landlord. County acknowledges the waiver of sovereigrI immunity for liability in tort contained in Florida Statutes Section 768.28 and acknowledges that such statute permits actions at law against the County to recover damages in tort for money damages up to the amounts set forth in such statute for injury or loss of property, personal injury, or death caused by the negligence or wrongful act or omission of an employee of County while acting within the scope of the employee's office or employment under such circumstances in which the County, if a private person, would be liable under the general laws of this State. 12 City shall be liable for its own actions and negligence and shall indemnify and hold harmless the County against any actions, claims, or damages arising out of City's negligent, willful or intentional acts or omissions in connection with this Lease. The foregoing indemnification shall not constitute a waiver of sovereign immunity beyond the limits set forth in Florida Statutes, Section 768.28, nor shall the same be construed to constitute agreement by the City to indemnify the County for County's negligence, willful, or intentional acts or omissions. (REMAINDER OF PAGE INTENTIONALLY LEFT BLANK) 13 IN WITNESS WHEREOF, Landlord, City and County have executed this Lease, or have caused the same to be executed, as of the day and year first above written. WITNESS: ~~ Witness Signature ~ ~ ,As to both ~~"')\ C;~ ~r ~t Witness N~ /', '~ ~-l~ Witness Signature As to both ~'''1-\ C~eC~.." Print Witness Name WITNESS: SHARON R. BOCK, CLERK & COMPTROLLER ~""'''''''''\.'''\.,,\\,\ ..,.~ .\~IT" "" .::' vl't , 11 ..,;-,..0............ C' "" "'" v..' '. 0" I~"'" ~ 8~ .....:~\ :;0. "",... .""'< . ""~- .-~ : Ou .-r :cn~ y '(J)~ " <' to '0" ~ 0'" ..:.".: I,///h..... .....;,.y "'9' ......... .~.,.;- " * c.V$ 1\\\\ ~...,:- \\\\\,,\,,'",...,............. APPROVED AS TO FORM AND LEGAL SUFFICIENCY '- LANDLORD: ~/ ~'CJ_A Suhair Ghali COUNTY: PALM BEACH COUNTY, FLORIDA, a political subdivision of the State of Florida ~~ Tony M ilotti, hairman R2005 1711'SEll!]. APPROVED AS TO TERMS AND CONDITIONS By~~WD~ Departm t Dire&or 14 ~'m Ci Clerk APPROVED AS TO FORM: Q CNGt tolu,bs Office of the City Attorney ~ ATTEST: Signed and delivered in the presence of: ~Cl~ ltness Name .ft{ (); TN A.. ,tlYL l.- (,. Print Witness ~g~ ~it e / -I :> IlJC? Print Witness Name STATE OF FLORIDA COUNTY OF PALM BEACH 1 HERBY CERTIFY that on this ~ ~ day ofJ /.<..~ 2005, before me personalIy appeared n'~(cF (11'(rAf) VI;€. II-Ly"" , personallv known to me or who produced as identification and who did ( ) did not 0"take an oath and who executed the foregoing instrument and acknowledged before me that he executed the same for the purposes therein. ,_\:uc~-v--r::: ~./ Notary Public, State of Florida ...r {/Jf} IV C Li t... t.. I;V I Print Name Commission No. My Commission Expires: 15 r ~"cow'Ns f ~ ~~~~7 : {{Qil}l ~~taIOI ; \;1,,^~" Ilona......(~ l.....~i:~~.:.......~~ ~ ...........Aewt..1nc . ............. SCHEDULE OF EXHIBITS EXHIBIT "A" - LEGAL DESCRIPTION OF THE PROPERTY EXHIBIT "B" - PROPERTY SKECTCH-AREA OF CITY RESPONSIBILITY 16 EXHIBIT" A" LEGAL DESCRIPTION OF THE "PROPERTY" THE WEST 39' OF LOT 12, LESS SOUTH 20' AND A TRIANGULAR PART FOR ROAD RIGHT-OF-WAY, BLOCK 1, FRANK WEBBER ADDITION TO BOYNTON, FLORIDA, ACCORDING TO THE PLAT THEREOF ON FILE IN THE OFFICE OF THE CLERK OF THE CIRCUIT COURT IN AND FOR PALM BEACH COUNTY, FLORIDA, RECORDED IN PLAT BOOK 9, PAGE 3 AS RECORDED IN OFFICIAL RECORD BOOK 8303, PAGE 692 OF THE RECORDS OF PALM BEACH COUNTY, FLORIDA. PROPERTY CONTROL NO. 08-43-45-21-25-001-0121 17 , \ , '. EXHIBIT "B" PROPERTY SKETCH-AREA OF CITY RESPONSIBILITY / / / / . / / '/ / / /- /- , / /. /-. - /-. -r /- // / / / . ~ '/ .- /- / , /' ,/- / / ',......- /- \' > . / / / )/ .// .;/ , ' . /;/ , , llliS{ / / / / ./ .. .L_/ /:/ . / ;' / -. ;/' / / / / /' V / "';1 '/ / ;/ / / /- -- 7! '/- / / / / /. / / / // // / / ;/ / . / ~3' / / / h/' / / ' 7 / I i "...-.- ~ ,.- i I iV\ "'" 'J> ,g f\ _ _ ~V\ ._ , I ,-\. ~: ~ :,: ;-. '....: ' . :'1\ .-.. .S ,';1) : ...~., ,,: : /- ~.Ft ./ / /: / //7 / / // / / / // /- /' '/ // / / .., . .. ()Q.. MA-I"7/N.LV1TteR /;4"', JR BLvO 17 61 P.T~AN 4 GtlALI . PR{)P.e~TI~S H.N f Facilities Development &. Operations Department Property &. Real Estate Management Division 3200 Belvedere Road Building 1169 West Falm Beach, FL 33406-1544 (561) 233-0200 FAX: (561) 233"0210 www.pbcgav.com/fdo . Palm Beach County Board of County Commissioners Tony MasHatti, Chairman Addie L Greene, Vice Chairperson Karen T Marcus Jeff Koons Warren H. Newell Mary McCany Bun Aaronson County Administrator Robert Weisman "An Equal Opportunity AffirmaUve Action Employer~ @ printed on recycled paper Cl:RTIFIED MAIL 7003 2260 0007 1928 5170 r~ETURN KECt:.IPT REQUESTED .. ~ October 14, 2005 The City of Boynton Beach Janet M. Prainito, CMC, City Clerk 100 E. Boynton Beach Blvd Boynton Beach, FL 33435 .-'- c.', - r:...? ,C.:i ";:.:),;: \',\~~ .-- c::') 0) Re: (1) City of Boynton Beach Resolution R05-098; and (2) Lease Agreement (R2005 1711) Dated September 13, 2005 between Marwan Ghali and Suhair Ghali as "Landlord"; and Palm Beach County as "County"; and The City of Boynton Beach as "City"; and (3) Lease Agreement (R2005 1713) Dated September 13, 2005 between Blanche H. Girtman as "Landlord"; and Palm Beach County as "County"; and The City of Boynton Beach as "City"; and (4) Lease Agreement (R2005 1712) Dated September 13, 2005 between James Johnson. Jr. as "Landlord"; and Palm Beach County as "County"; and The City of Boynton Beach as "City". Dear Ms. Prainito: Please find enclosed for your City records, ORIGINAL copies of the above referenced lease agreements. This has been a positive collaborative effort between City and County, and your assistance and expertise helped make it happen. I would request that your office express my thanks to Thelma Lyons, who stepped in and made for a seamless transition after Mr. DeCarlo's departure. Ms. Lyons took great care to obtain the necessary signatures required. Thelma made sure that certain signatories who were out of town where contacted while she was on vacation. and even had her co- worker call me directly to let me know that the lease signatures had been obtained. Thank you for your friendly and professional assistance. Please do not hesitate to contact me by phone at 561-233-0237 or e- maillhelmich(U)pbcgov.com should you have any questions concerning this matter. Respectfu ~~~. "' ~~, Real Estate Speci ist cc: Richard C. Bogatin, Property Management Manager Audrey Norman, County Extension Director, Cooperative Extension Service G:\Property Mgmt SeCllon",Out l.eQse\Coop Extension SVC\Letter to Boynton B"a~h - COOP Lease Agreements 10.12_05 dpc Facilities D~elopment &. Operations Department Property &. Real Estate Management Division 3200 Belvedere Road Building 1169 West Palm Beach. FL 33406-1544 (561) 233-0200 FAX: (561) 233-0210 www.pbcgov.com/fdo . Palm Beach County Board of County Commissioners lbny Masilotti, Chairman Addie L. Greene, Vice Chairperson Karen T Marcus Jeff Koons Warren H. Newell Mary McCarty Burt Aaronson County Administrator Robert Weisman ~An Equal Opportunity Affirmative Action Employer' @ printed on recycled paper CERTIFIED MAIL 70051160 0003 95531228 RETURN RECEIPT REQUESrED October 14,2005 Blanche H. Girtman 912 N. W. 3rd Street P.O. Box 1552 Boynton Beach, FL 33425-1552 Re: Lease Agreement (R2005 1713) Dated September 13, 2005 between Blanche H. Girtman as "Landlord"; and Palm Beach County as "County"; and The City of Boynton Beach as "City" Dear Ms. Girtman: Please find enclosed for your records an ORIGINAL copy of the above referenced agreement. Thank you for your generosity in allowing your property to be utilized as a Community Garden for the benefit of the Citizenry of the City of Boynton Beach. Please do not hesitate to contact me by phone at 561-233-0237 or e-mail lhelmich@pbcgov.com should you have any questions concerning this matter. Respectfully, elmich, CPM, Real Estate Specialist cc: Richard C. Bogatin, Property Management Manager Audrey Norman, County Extension Director. Cooperative Extension Service Janet M. Prainito, CMC, City Clerk, City of Boynton Beach G:\Property Mgmt Section\Out Lease\Coop Extension SVC\Letter to Girtman Lease Agreement 10-12~05,doc Facilities Development &. Operations Department Property &. Real Estate Management Division 3200 Belvedere Road Building 1169 West Palm Beach, FL 33406-1544 (561) 233-0200 FAX: (561) 233~021O www.pbcgov.comffdo . Palm Beach County Board of County Commissioners Tony MasHotti, Chairman Addie L. Greene, Vice Chairperson Karen T Marcus Jeff Koons Warren H. Newell Mary McCarty Burt Aaronson County Administrator Robert Weisman "An Equal Opportuniry Affirmative Action Employer" @ printed on recycled paper CERTIFIED MAIL 70051160 0003 95531235 RETURN RECEIPT REQUESrED October 14, 2005 James Johnson, Jr. 533 N. W. 13th Avenue Boynton Beach, FL 33425-3067 Re: Lease Agreement (R2005 1712) Dated September 13, 2005 between James Johnson, Jr. as "Landlord"; and Palm Beach County as "County"; and The City of Boynton Beach as "City" Dear Mr. Johnson: Please find enclosed for your records an ORIGINAL copy of the above referenced agreement. Thank you for your generosity in allowing your property to be utilized as a Community Garden for the benefit of the Citizenry of the City of Boynton Beach. Please do not hesitate to contact me by phone at 561-233-0237 or e-mail Ihelmich(CiJpbcgov.com should you have any questions concerning this matter. cc: Richard C. Bogatin, Property Management Manager Audrey Norman, County Extension Director, Cooperative Extension Service Janet M. Prainito, CMC, City Clerk, City of Boynton Beach G:\Property Mgmt Section\Out Lease\Coop Extension SVC\Letter to Johnson Lease Agreement 10-12-0S.doc FaciJities Development &. Operations Department Property &. Real Estate Management Division 3200 Belvedere Road Building 1169 West Palm Beach, FL 33406-1544 (561) 233-0200 FAX: (561) 233-0210 www.pbcgov.com/fdo . Palm Beach County Board of County Commissioners Tony Masitotti, Chairman Addie L. Greene, Vice Chairperson Karen T. Marcus Jeff Koons Warren H. Newell Mary McCarty Burt Aaronson County Administrator Robert Weisman "An Equal Opportunity Affinnative Action Employer" @ print9d on recycled paper CERTIFIED MAIL 7003 2260 0007 19285200 RETURN RECEIPT REQUESTED October 14, 2005 Marwan GhaIi 9333 Laurel Green Drive Boynton Beach, FL 33437-3319 Re: Lease Agreement (R2005 1711) Dated September 13, 2005 between MaTWan Ghali and Suhair GhaIi as "Landlord"; and Palm Beach County as "County"; and The City of Boynton Beach as "City" Dear MaTWan GhaIi: Please find enclosed for your records an ORIGINAL copy of the above referenced agreement. Additionally, as a point of information, you may wish to have your legal representative review your property easement with the Florida Department of Transportation, as it may be in error. Thank you for your generosity in allowing your property to be utilized as a Community Garden in order to benefit the Citizenry of the City of Boynton Beach. Please do not hesitate to contact me by phone at 561-233-0237 or e-mail Ihelmich(@,pbcgov.com should you have any questions concerning this matter. cc: Richard C. Bogatin. Property Management Manager Suhair Gha1i, co-property owner Audrey Norman, County Extension Director, Cooperative Extension Service Janet M. Prainito, CMC, City Clerk, City of Boynton Beach G:\Property Mgmt Section\Out Lease\Coop Extension svnLetter to Marwan Ghali Lease Agreement 10-12-05 doc Facilities Development &. Opemtions Department Property A Real Estate Management Division 3200 Belvedere Road Building 1169 West Palm Beach, FL 33406-1544 (561) 233-0200 FAX: (561) 233-0210 www.pbcgov.comlfdo . Palm Beach County Board of County Commissioners lbny MasHotti, Chairman Addie L Greene, Vice Chairperson Karen T Marcus Jeff Koons Warren H. Newell Mary McCarty Burt Aaronson County Administrator Robert Weisman "An Equal Opportunity AfJinnative Action Employer" @ printed on r9CycJ9d paper CERTIFIED MAIL 7003 2260 000719285217 RETURN RECEIPT REQUESTED October 14, 2005 Suhair GhaIi 9327 Laurel Green Drive Boynton Beach, FL 33437 Re: Lease Agreement (R2005 1711) Dated September 13, 2005 between Marwan GhaIi and Suhair Ghali as "Landlord"; and Palm Beach County as "County"; and The City of Boynton Beach as "City" Dear Suhair GhaIi: Please find enclosed for your records a copy of the above referenced agreement. Additionally, as a point of information, you may wish to have your legal representative review your property easement with the Florida Department of Transportation, as it may be in error. Thank you for your generosity in allowing your property to be utilized as a Community Garden in order to benefit the Citizenry of the City of Boynton Beach. Please do not hesitate to contact me by phone at 561-233-0237 or e-mail Ihelmich(W,pbcgov.com should you have any questions concerning this matter. /' -- R~a / ~~P~ Real Estate Specialist cc: Richard C. Bogatin, Property Management Manager Marwan Gha1i, co-property owner Audrey Norman, County Extension Director, Cooperative Extension Service Janet M. Prainito, CMC, City Clerk, City of Boynton Beach G:\Property Mgmt Section\Out Lease\Coop Extension SVC\Le<<er to Suhair Ghali Lease Agreement] 0- ] 2-05.doc