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RESOLUTION NO. 21-92
I A RESOLUTION OF THE CITY OF DANIA, FLORIDA,
APPROVING THE LEASE AGREEMENT BETWEEN FLORIDA
EAST COAST RAILWAY COMPANY AND THE CITY OF
DANIA; AUTHORIZING THE APPROPRIATE CITY
OFFICIALS TO EXECUTE SAID LEASE AGREEMENT; AND
PROVIDING FOR AN EFFECTIVE DATE.
;j BE IT RESOLVED BY THE CITY COMMISSION OF THE CITY OF DANIA,
,
FLORIDA:
i1 Section 1 . That the certain Lease Agreement between Florida
East Coast Railway Company and the City of Dania, a copy of which
is attached hereto and made a part hereof as Exhibit "A" , be and
,
the same is hereby approved and the appropriate city officials are
} directed to execute same.
Section 2 . That this resolution shall be in force and take
effect immediately upon its passage and adoption.
PASSED and ADOPTED this 11th day of February 1992 .
14AYOR - COIJMISSIONER
ATTEST,:
CITY C - A DITOR
l DEPUTY
APPROVED AS TO FORM/ AND CORRECTNESS
By: -2a��
FRANK C. ADLER, City Attorney
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Resolution No. 21-92
DO NOT REMOVE FROM AGREEMENT
s ,
INSTRUCTIONS
i. ,j 1 . Kindly have the appropriate authority sign ALL copies i
-` j of the Agreement on Page 8 , where indicated by
check marks. City/County Clerk she l attest the
Agreement and indicate date of execution.
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2. Have two ( 2 ) separate persons witness the signature
I to the left thereof , AFFIXING THE CITY/COUNTY SEAL.
,.' 3. Please DO NOT alter or add to the provisions of
t' this document. If, for any reason, you cannot execute
same in its present form, kindly return to the under-
signed with your comments in writing .
I ) 4 . DO NOT INSERT EFFECTIVE DATE OF AGREEMENT ON PAGE 1 .
I
5. Return ALL copies of the Agreement to this office,
to ether with supporting resolution authorizing ..
execution of the agreement . when completed, one fully
g executed copy of the Agreement will be retu
rned to
you for your files upon completion of execution by
Railway ' s Management .
6 . Failure to execute the agreement exactly as indicated
above will result in rejection by our Law Department
and require resubmission for proper execution .
File: 346-9-8
City of Dania
EXHiBiT
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yY i
y THIS LEASE, is effective this 7th day of February A. D.
1992 by and between FLORIDA EAST COASTrRAILWAY CO ereinafter
y ' called "Railway" and the CITY OF DANIA, a municipal corporation of
the State of Florida, whose mailing address is P. O. Box 1708 , i
Dania, Florida 33004 , hereinafter called "Lessee" .
W I T N E S S E T H:
That in consideration of the covenants herein contained, to be
kept and performed , Railway does hereby lease to said Lessee the
following described property:
A 430 foot parallel encroachment consisting of a
subgrade 10 inch sewer main located 8 feet inside
Railway' s easterly right of way line parallel with
and 42 feet distant easterly from the centerline of
Railway' s northbound main track, with the northerly
and southerly ends of said encroachment located at
right angles to points located in the centerline
of Railway ' s northbound main track 2, 497 feet and
2, 927 feet, respectively, southerly from Railway' s
Mile Post No. 345, as measured from Jacksonville, r +
Florida.
1"
All as shown on Railway' s Drawing No. 346-9-8 , dated 12-7-71 ,
attached hereto and made a part hereof .
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EXHIBIT "A"
Page 1 File: 346-9-8
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TO HAVE AND TO HOLD the hereby leased property :
For the term of one ( 1 ) year from the effective date hereof
subject to renewal as provided in paragraph "D" hereof , or until
terminated as hereinafter provided .
LESSEE COVENANTS TO PAY RENTAL AS FOLLOWS:
An annual rental of $400.00, plus Florida Sales and Use Tax,
payable in cash upon the execution and delivery of this Lease, and if
renewed , the same amount in cash in advance for each and every year
thcr.eaEtcr until terminated . All rentals for initial and renewal
terms are payable in cash on the date specified , in advance , without
oral or written demand . Lessee hereby expressly waiving such demand.
LESSEE AND RAILWAY COVENANT AS FOLLOWS:
A. In the event of termination of this lease by Railway before
1 the expiration of the initial or any renewal terms, any rental paid
in advance unearned shall be returned to Lessee , less any amounts
owing to Railway under this lease.
B. That none of the provisions hereof shall be waived or
modified , except by Railway, or by mutual agreement , in writing,
and no alleged verbal or written inducement prior to execution nor
subsequent verbal waiver, or modification, shall be binding under
any circumstances . Further, that this lease constitutes the entire
understanding of the parties and that neither the failure of the
Railway to enforce each and every provision, nor any course of
conduct by the Railway shall be considered as a waiver of these f
provisions .
C. Either party may , in its discretion , for any reason
F nor ; A
i whatsoever, terminate this lease at any time by the giving o. c_
to the other party as hereinafter provided . If this lease is for a
{ term of one or more years , then 30 days prior notice in writing of
the intention of the party to terminate this lease shall be given
1 to the other party. If this lease is for any term less than one
1 year, then 10 days prior notice in writing of the intention of the
party to terminate this lease shall be given to the other party;
PROVIDED, HOWEVER, Railway may, at its option, terminate this lease
for any default or breach of lessee by giving 2 days notice in writing
of such termination to the lessee. Any notice of termination shall
be delivered to the other party by placing such notice in the United
States mail with sufficient postage directed to the other party' s '
to the terminating
post office address , either as last furnished
party or as otherwise known to it .
D. IE Lessee holds over and remains in possession of the hereby
leased property after the expiration of the term specified in this !
lease, or any renewals of such term, this lease shall be considered
as renewed for one ( 1 ) year, subject to the same terms and conditions
as herein contained in this lease. That Lessee shall have no expecta-
of this lease is only for the time
tion of renewal and t'.,iat the term
Page 2
fir
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;specified herein, subject always to the termination provisions and
specified
er the length of time that Lessee has occupied the leased
re,lard
property , or the concadestructo�npersonal by eproperty placede of any nghereonstructures ,
works , F g ,
E. That if any provision or provisions of this lease shall be
held to be invalid , illegal or unenforceable , the validity, legality
and enforceability of the remaining provisions shall not in any way
be affected or impaired thereby.
F. That Lessee shall use the leased property only for:
i ;
Parallel Encroachment of Sewer Main
A
AND LESSEE COVENANTS WITH RAILWAY AS FOLLOWS:
1 . To keep the leased property and any building or other
structure, now or hereafter erected thereon, in good condition and
repair at Lessee' s own expense during the existence of this lease, '•
and to keep the leased property or premises free and clear of any
and all grass , weeds , brush and debris of any kind , so as to prevent
4
the same becoming da gerous , inflammable or objectionable. Railway
shall have no duty to inspect or maintain any of the leased property,
buildings, or other structures , if any, during the term of this F , ,
lease.
2 . To vacate , quit and deliver up the leased property on or
n date of this lease in as good condition as
before any terminatio
it is now.
j 3 . Not to erect or cause to be erected any building or other
I structure , or any addition to existing buildings or structures on
1 the leased property without first obtaining the approval in writing
by Railway of the location, material and construction of the same.
A .
. Not to sublet the leased property or any part thereof, nor
assign this lease , without the consent in writing of Railway, this
lease being executed by Railway upon the credit and reputation of
Lessee . Acceptance by Railway of rental from a third party shall
not be considered as an assignment .
5 . Not to take any action or allow any action to be taken by
third parties which will interfere with or disparage Railway ' s title
to the leased property.
6 . Not to permit the use of the leased property in any manner
that will obstruct or interfere with the operation of the Railway,
or use of its property.
7 . Not to make or suffer any waste or any unlawful , improper,
or offensive use of the leased property or premises, or any use
disapproved by Railway.
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B . To the extent allowed by law , and subject to the limitations
of Florida State Statutes 768. 28, to indemnify , save and ho11 ld harmless
Railway, its agents, servants and employees from and against awhichss,
claims, costs , charges , expense , suits , damage and judgments ,
they may suffer, sustain or in anywise be subjected to, or for which
it may be held liable on account of the death, personal injuries ,
damage or loss to any person or persons , including employees, agents II
and officers of Railway and of Lessee , directly or indirectly arising
out of or on account of the leasing to or use of the property by I
Lessee ; whether due or claimed to be due by the joint negligence of
Railway , its employees , agents or servants, or otherwise .
s 9 . To the extent allowed by law, and subject to the limitations 1
to indemnify , save and hold harmless
of Florida Statutes 768. 28,
Railway, its agents, servants and employees from and against all loss,
claims , costs, charges , expense, suits, damage and judgments , which
they may suffer, sustain or in anywise be subjected to, or for which
be held liable on account it may t of any loss or damage caused in any
manner to any of Lessee ' s buildings, structures, works and any
personal property whatsoever of Lessee, situated , placed , kept or
stored on, in or near the property or premises hereby leased , as well
as on account of loss or damage to any personal property whatsoever,
not owned by Lessee, whether owned by Railway or by others, arising
directly or, indirectly out of or on account of the leasing to or use
by Lessee of the property hereby leased ; whether due or claimed to be
Railway, its employees, agents or
due by the joint negligence of
servants or otherwise .
10 . To the extent allowed by law, and subject to the limitations
of Florida Statutes 768 . 28 , to indemnify Railway for all loss , claims,
damage , costs and expenses , including attorneys ' fees and environ-
mental cleanup costs arising from Lessee ' s presence upon or use of the
leased premises which causes the premises to become contaminated by
toxic or hazardous substances or wastes above levels which exceed the
allowable levels as set forth in local , state or federal laws and
regulations.
11 . To be responsible for and pay Railway the actual cost and
expense Railway may incur in paying for, repairing or replacing any
engines, cars, rail materials, cross-ties, equipment, tools,
machinery, freight or other property whatsoever, either owned or in
possession of Railway, lost or damaged by any default by Lessee
ce, affirmative act, or omission of Lessee.
hereunder, or negligen
I
12. To perform, at the sole expense of Lessee, all work required
in the preparation of the property or premises hereby leased for
occupancy by Lessee, in the absence of any special provision herein
contained to the contrary; and Lessee does hereby accept the leased
property or premises as now being in fit and tenantable condition
for all purposes of Lessee. IIEE
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13. To ay, within thirty ( 30 ) days after presentation unto
Lessee by Rai way of bills for the same, all special assessments,
ad valorem taxes , and any other taxes of whatsoever kind or nature
s levied by the United States of America, State of Florida, any county ,
municipality or special taxing district organized and existing under
the laws of the State of Florida, upon any of the property or premises
herein leased. All taxes and special assessments , payable on an
annual basis , are to be pro-rated by the parties hereto for the year
during which this lease is made, as well as the year in which the
same may be terminated .
14 . To pay in the same manner as provided in Paragraph 13
hereof , the amount of any necessary documentary stamp taxes required ;
to be affixed to this lease under the laws of the United States of
{ America, the State of Florida, or both.
15 . To pay, either directly or upon bills presented unto Lessee
by Railway within thirty ( 30 ) days after presentation of the same, all
bills for electricity for lighting or power , gas, water, telephone and
telegraph services, or the proportionate part of the same used by
Lessee upon or in the leased property or premises .
} 16. That it will indemnify, save and hold harmless Railway from
any loss, claim or damage which Lessee may sustain arising directly
or indirectly by reason of either existing or future zoning or other
regulations promulgated by any governmental agency which may adversely ,.
affect use by Lessee of the lands hereinabove described, and Lessee
shall assume all responsibility for procuring or complying with any . '
ordinance, resolution, order, permit , consent or other such regula-
Lion, promulgated by any governmental agency whatsoever, for building
or otherwise, required for the use of the premises hereinabove des-
cribed or for the construction of any facilities upon such premises .
17. That it shall not permit others to use the whole or any part
of the leased property or premises , except under and in compliance
with the terms and conditions of this Lease , and Lessee shall hold
Railway harmless as to any such use .
18 . That none of the provisions of Paragraph "A" hereof shall be
construed as any waiver by Railway of any landlord ' s lien or liens of
Railway upon any personal property , buildings or structures of Lessee,
for any rental due or to become due hereunder unto Railway, and Lessee
shall not remove any such structures, buildings or personal property
from the hereinabove described premises, unless and until all rentals
and any other sum of money herein specified to be paid the Railway
shall have been fully paid unto Railway.
19 . That Lessee shall remove any buildings, structures , works
or personal property upon the leased property or premises, including
any such items placed upon the leased property or premises subsequent
to the date of this lease on or before any termination date of this
lease, upon request from the Railway to do so, and in default thereof,
Page 5
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such property shall becono the property of the Railway-
PROVIDED,
IIOSdEVER, Railway may , at its option cause removal of the same from
the hereby leased property or premises and/or storage thereof , and
placed
storage of any of Lessee ' s property and property of others ,
by or with Lessee ' s permission or sufferance on the hereby leased
property or premises . The reasonable cost or expense of removal
and/or storage of any buildings , structures , works or personal
property shall be paid by Lessee unto Railway forthwith upon
demand for same .
20 . That it waives and relinquishes any legal rights and
monetary claims which it might have for full compensation, or damages
of any sort , including but not limited to special damages, severance
damages , removal costs or loss of business profits resulting from its
loss of occupancy of the leased property specified in this agreement, I '
or adjacent properties owned or leased by it, when any or all of such
properties are taken by eminent domain proceedings or sold under the i
threat thereof . That this waiver and relinquishment applies whether I .
( 1 ) this Lease is in existence on the date of taking or sale; or
( 2 ) has been terminated prior thereto. t
21 . That it is expressly agreed by and between the parties
hereto that any obligations of the Lessee under the terms of this
agreement which are not paid within thirty ( 30 ) days of presentation
of bills for same by Railway shall bear interest at the rate of
twelve per cent ( 12% ) per annum compounded annually from the date
of presentation of the bill until same shall be paid . It is further
expressly agreed that in the event Railway shall institute and
prevail in any action or suit for the enforcement of any of its
rights under the provisions of this Agreement, Lessee will pay to
Railway a reasonable attorney ' s fee on account thereof . Also in
the event of litigation, the parties agree that the laws of the
State of Florida will apply. In an action to enforce any of the
provisions of this Agreement , the parties hereto specifically
agree that venue shall lie in St. Johns County, Florida.
22 . That its facilities and operations on the herein leased '
i area shall conform to all applicable regulations and ordinances of
1 any governmental agency having jurisdiction thereof .
i 23. That , at its expense, it will install and maintain facil-
ities to prevent accumulation of surface water, industrial liquids,
solid waste matter and sanitary waste resulting from Lessee's oper-
ations within the herein leased area. Such facilities to be approved
by the Railway and any other governmental agency having jurisdiction
thereof .
24 . Should any portion of the property described in this Lease I
be used for the loading, unloading or storage of hazardous materials,
the Lessee shall ( 1 ) be solely responsible for ascertaining that
local , state and federal laws, ordinances and regulations do not
prohibit the loading , unloading or storage of hazardous materials l =• ;
on the leased property and ( 2 ) be solely responsible as between the
Page 6
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Railway and the Lessee , for complying with all of the forethe
laws , ordinances and regulations which affect or regulate the
storage operations of hazardous m
Loading , unloading oraterials
on this leased property •
ay
ween the parties ermittees, reto that licenseesRaorw 25 . It is understood bet
other
reserves unto itself , its successors, p
persons , the right to construct and maintain other facilities ,
including but not limited to, pipelines and/or communication cables,
over and across the Railway ' s affected herein leased property, and
further, that Lessee shall take no measures to interfere with the
construction or maintenance of said facilities and shall at all
t (mes allow ingress and egress to the herein leased property by
said successors , permittees , licensees or other persons .
26. Lessee will do no grading on said leased ground space that
will in any manner interfere with the Railway' s roadbed or other is
facilities.
S
27. Lessee is specifically notified that its personnel may be f
working in an area containing buried active fiber-optic transmission F.
r cables as well as other cables and other facilities . Great care will E
be taken by the Lessee to ensure that no damage is done to those
cables and facilities. However, if a cable or other facility is
damaged or cut , Lessee agrees to indemnify Railway for any monetary
damages which may result .
i
� 28 . Lessee agrees that no plants, shrubbery , or other
vegetation that would obstruct the view of motor vehicles or train
' crews using a crossing at grade , or interfere with the operation of
` trains, will be placed on the above described property ; in addition
to the above restriction, no plants, shrubbery or other vegetation
having a height of more than two ( 2 ) feet will be placed within two
j hundred fifty ( 250) feet of any at grade street crossing , and if
such vegetation exceeds two ( 2 ) feet in height , the Railway may trim
such vegetation to a two ( 2 ) foot height at Lessee ' s expense; that
said plants, shrubbery or other vegetation shall be trimmed by the
Lessee so as to maintain this distance from the centerline of the
nearest main line track of twenty-five ( 25 ) feet and if such
vegetation is closer than twenty-five ( 25) fee
t from the centerline
of the nearest main line track , the Railway may trim or remove such t
vegetation so that no vegetation is within twenty-five ( 25) feet of
the centerline of the nearest main line track at Lessee' s expense .
However, this restriction in no way limits the indemnification
graphs S and 9 hereof .
provisions of this Lease as set forth in Para
Also, no plants, shrubbery or other vegetation of a hazardous nature
that might produce injury to any person coming in contact with said
plants , shrubbery or other vegetation will be placed upon said
,.l property of Railway by the Lessee . f
; {
29 . Lessee recognizes ownership of said property by the (.
`• Railway and Lessee has no intention of setting up any claim of
,< ownership to the herein leased properties .
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30 . It is further mutually understood and agreed by and
between the parties hereto that said subgrade parallel encroach-
ment shall be marked by the erection of a standard marker to be
placed every 100 feet to indicate the location, type and depth
of the encroachment , said markers to be installed and maintained
subject to approval by an authorized representative of Railway.
31 . This Lease Agreement cancels and supersedes that
certain License Agreement by and between the parties hereto
dated February 7, 1972 , Railway' s Document No. 5591 , covering
the hereinabove described property and encroachment.
IN WITNESS WHEREOF, the parties hereto have caused these
presents to be duly executed under the seal .
Signed, sealed and delivered FLORIDA EAST COAST RAILWAY
in the presence of : COMPANY, a Florida corporation
By: (Seal)
President �.
Attest :
As to Railway Assistant Secretary
Date of Execution:
i
i
CITY OF DANIA
a Municipal Corporation of the
State of Florida
I
By.; (Sea1L
Mayor
Attest: --
As to Lessee City Clerk f •,
Date of Execution: r
Approved as to Form:
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