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Backup Documents 05/28/2019 Item #16A13 ORIGINAL DOCUMENTS CHECKLIST & ROUTING SLIP TO ACCOMPANY ALL ORIGINAL DOCUMENTS SENT TO 16 A 13 THE BOARD OF COUNTY COMMISSIONERS OFFICE FOR SIGNATURE Print on pink paper. Attach to original document. The completed routing slip and original documents are to be forwarded to the County Attorney Office at the time the item is placed on the agenda. All completed routing slips and original documents must be received in the County Attorney Office no later than Monday preceding the Board meeting. **NEW** ROUTING SLIP Complete routing lines#1 through#2 as appropriate for additional signatures,dates,and/or information needed. If the document is already complete with the exception of the Chairman's signature,draw a line through routing lines#1 through#2,complete the checklist,and forward to the County Attorney Office. Route to Addressee(s) (List in routing order) Office Initials Date 1. 2. County Attorney Office County Attorney Office 57•111,h / 3. BCC Office Board of County W�� Commissioners \f'N A/ •5\Z-QiV"‘ 4. Minutes and Records Clerk of Court's Office6/7411,1 23.p6.' PRIMARY CONTACT INFORMATION Normally the primary contact is the person who created/prepared the Executive Summary. Primary contact information is needed in the event one of the addressees above,may need to contact staff for additional or missing information. Name of Primary Staff Brandy Otero/MPO Phone Number 252-5859 Contact/Department Agenda Date Item was 5/28/19 Agenda Item Number 16A13 Approved by the BCC Type of Document Staff Services Agreement and Lease Number of Original Attached Agreement Documents Attached PO number or account .4=52-1-4. number if document is to be recorded INSTRUCTIONS & CHECKLIST Initial the Yes column or mark"N/A"in the Not Applicable column,whichever is Yes N/A(Not appropriate. (Initial) Applicable) 1. Does the document require the chairman's original signat `. 5Nctc4V� "fir 2. Does the document need to be sent to another agency for a..' 'onal signatures? If y X provide the Contact Information(Name;Agency;Address;Phone • .•-- -. sheet. Needs Clerk's attestation 3. Original document has been signed/initialed for legal sufficiency. (All documents to be signed by the Chairman,with the exception of most letters,must be reviewed and signed by the Office of the County Attorney. X 4. All handwritten strike-through and revisions have been initialed by the County Attorney's X Office and all other parties except the BCC Chairman and the Clerk to the Board 5. The Chairman's signature line date has been entered as the date of BCC approval of the document or the final negotiated contract date whichever is applicable. X 6. "Sign here"tabs are placed on the appropriate pages indicating where the Chairman's signature and initials are required. X 7. In most cases(some contracts are an exception),the original document and this routing slip should be provided to the County Attorney Office at the time the item is input into SIRE. )V NJ p I r J Some documents are time sensitive and require forwarding to Tallahassee within a certain time frame or the BCC's actions are nullified. Be aware of your deadlines! 8. The document was approved by the BCC on 5-28-19(enter date)and all changes made during the meeting have been incorporated in the attached document. The County Attorney's Office has reviewed the changes,if applicable. 9. Initials of attorney verifying that the attached document is the version approved by the / � BCC, all changes directed by the BCC have been made, and the document is ready for the Chairman's signature. I:Forms/County Forms/BCC Forms/Original Documents Routing Slip WWS Original 9.03.04,Revised 1.26.05,Revised 2.24.05;Revised 11/30/12 16413 MEMORANDUM Date: May 30, 2019 To: Brandy Otero, Principal Planner Metropolitan Planning Organization From: Ann Jennejohn, Deputy Clerk Minutes & Records Department Re: Second Amendment to the MPO Lease Agreement and amended and restated Staff Services Agreement between Collier MPO and Collier County Board of County Commissioner Attached for your records is a copy of the agreement referenced above, (Item #16A13) approved by the Board of County Commissioners on Tuesday, May 28, 2019. The original will be held in the Minutes and Records Department for the Board's Official Record. If you have any questions, please contact me at 252-8406. Thank you. Attachment 1 6 A 13 AMENDED AND RESTATED MPO STAFF SERVICES AGREEMENT THIS AMENDED AND RESTATED MPO STAFF SERVICES AGREEMENT is made by and between the Collier Metropolitan Planning Organization (the "MPO") and Collier County,Florida, a political subdivision of the State of Florida. WITNESSETH: WHEREAS, the MPO, pursuant to the power conferred upon it by Section 339.175, Florida Statutes, and Article 5 of the Amended And Restated Interlocal Agreement for Creation of the Collier Metropolitan Planning Organization (the "Interlocal Agreement") between the Florida Department of Transportation ("FDOT"); Collier County (the "County"); the City of Marco Island; the City of Naples; and Everglades City, dated February 26, 2015, may employ personnel and/or enter into agreements, with local and/or State agencies to utilize the staff resources of such agencies or for the performance of certain services by such agencies as necessary to fulfill its responsibilities and obligations as required by law; and WHEREAS, pursuant to the aforesaid Interlocal Agreement executed between the County, the City of Marco Island, the City of Naples, Everglades City and the FDOT, it is contemplated that County personnel will perform the substantial portion of each task provided for in 23 Code of Federal Regulations (CFR) Part 450 and Chapter 339.175 Florida Statutes as necessary to carry out the continuing, cooperative and comprehensive transportation planning process mandated by federal regulations as a condition precedent to the receipt of federal capital or operating assistance in the urbanized area; and WHEREAS, Section 339.175, Florida Statutes provides, in part, that a Metropolitan Planning Organizations' Executive Director reports directly to his or her Governing Board, and that the Executive Director and staff are employed by the Metropolitan Planning Organization or through a staff services agreement between the Metropolitan Planning Organization and another governmental entity; and WHEREAS, it is deemed by the parties to be appropriate and necessary that the duties and obligation of the County, in relation to its role providing staff and services to the MPO, be defined and fixed by formal agreement. NOW, THEREFORE, in consideration of the mutual covenants, premises, and representations herein,the parties agree as follows: 1.00 Purpose For the reasons recited in the preamble, which are hereby adopted as part hereof, this Agreement is to provide for professional services to carry out the terms of the Interlocal Agreement and any other agreement to which the MPO is a party, and to provide staff services and support for the administration of the MPO. 1 16A 13 2.00 Scope of Services It is agreed by the County that it shall furnish the MPO with the staff necessary for professional, technical, administrative, and clerical services, equipment, office and other space, and other incidental items as may be required and necessary to manage the business and affairs of the MPO and to carry on the transportation planning and programming process specified by the Interlocal Agreement and any other agreement to which the MPO is a party; provided, it is understood and agreed that, unless otherwise provided for, the performance of such service and functions shall be limited to those specified and allocated to the County in the annual Unified Planning Work Program (UPWP) budget and all approved budgets and management reports under federal or State grant contracts with the MPO. The County's annual charge for furnishing office space to the MPO, including all common area maintenance and utility costs, shall be $13,923; as more specifically provided in a separate lease agreement executed by the parties. To minimize disruption, the County shall furnish the MPO with the aforementioned office and other space so as to be continuously co-located with the Collier County Growth Management Department and shall make reasonable efforts to avoid frequent relocation of said office and other space. The MPO is responsible for the selection of, and execution of an employment agreement with, the Executive Director of the MPO. Each year, the MPO shall review and evaluate the performance of the MPO Executive Director in accordance with the performance-based merit plan as provided in the Collier Metropolitan Planning Organization/Executive Director Employment Agreement. The MPO authorizes the MPO Executive Director to secure FDOT approval for amendment of UPWP tasks, which change their dollar value by an amount less than or equal to $25,000, and which do not change their scope or the total approved funds for the UPWP. Any amendment of the UPWP greater than$25,000 shall require the approval of the MPO. The UPWP shall be prepared by the MPO Staff in cooperation with all related State and federal agencies and MPO committees in accordance with the rules and regulations governing the MPO and shall be subject to the approval of the MPO before submittal to State or federal agencies. 2.01 MPO Executive Director The MPO Executive Director shall be responsible to the MPO for the conduct of the transportation planning process as detailed in the UPWP as well as the appointment, assignment, direction, and control of all personnel necessary thereto; the development of an appropriate organizational structure to carry out the responsibilities set forth in the Agreement; and the development of procedures to monitor and coordinate the planning process, as well as the overall administration of MPO programs. Changes to the number of MPO staff positions shall be subject to the approval of the MPO Board. 2 C�1,Q 16A13 2.02 Commitment of Personnel The MPO Executive Director shall annually prepare a detailed listing of all tasks necessary and incidental to carrying out the planning process. The MPO staff shall, at a minimum, have the following duties and functions: a. Carrying out the tasks as defined in the UPWP to ensure the continued certification of the MPO; b. Coordinating the activities of the various structures established by the Interlocal Agreement heretofore mentioned; c. Preparing the agendas and public notification for meetings of the MPO Technical Advisory and Citizens Advisory Committees, Pathways Advisory Committee, Congestion Management System/Intelligent Transportation System Committee, the Local Coordinating Board for the Transportation Disadvantaged and any other committees under the MPO's purview; d. Preparing resolutions and other appropriate documents; e. Scheduling meetings, giving notices, and keeping minutes; f. Coordinating and monitoring the activities of the various supporting offices; g. Preparing an annual report as may be required; h. Developing and implementing operational procedures as are necessary and proper to affect the most efficient implementation of said program; i. Directing the implementation of policies established by the MPO; and j. Performing other duties as may be assigned by the MPO. 2.03 Legal Representation for the MPO The Collier County Attorney has been designated to represent the MPO Board on legal matters. The MPO may employ special legal counsel for specific needs when it is deemed necessary. 2.04 Budget The UPWP shall serve as the budget for the MPO. The UPWP shall identify funding sources, participating agencies and the level of participation by the various agencies. 3 16A13 2.05 Financial Administration a. The financial records and accounts of the MPO including revenue receipts and expenditures shall be administered by the County in accordance with its ordinary procedures. b. Contracts and bids for the purchase of MPO materials and services shall be in accordance with County procedures for the same purposes and the MPO adopts by reference the County's Purchasing Ordinance, Policy and any administrative regulations governing procurement matters. The MPO shall review and approve all Requests for Proposals (RFP) and subsequent contracts. Contracts and bids for the purchase of materials and services using PL, FTA and TD funds allocated to the MPO and identified in the UPWP will be in accordance with County procedures, but any actions taken within the authority of the MPO relating to such matters shall be independent of Board of County Commissioners (BCC) approval. c. Through the adoption of this Agreement, the MPO adopts the United States Department of Transportation's goals regarding the procurement of services from firms registered as Disadvantaged Business Enterprises (DBE). In addition, the MPO adopted a DBE Policy in accordance with FDOT's DBE Plan. 2.06 Information Technology and Office Equipment a. The MPO may need to purchase, maintain and upgrade office equipment, office / computer hardware, software and other resources. This may include, but is not limited to, the purchase of office equipment such as printers, facsimile machine, copier, computers and hardware upgrades, reference documents, software and supporting maintenance. Grant funds allocated to the MPO and identified in the UPWP for such requirements will be used. All resources purchased by the MPO shall be the property of the MPO. Collier County's Information Technology department is responsible for all maintenance of MPO computers and may be paid for services through annual interdepartmental allocations. The Executive Director and MPO staff shall comply with all County rules governing the use of the County's computer network. b. All proposed equipment purchased by the MPO with grant funds must comply with 2 C.F.R. Part 200 and all other applicable rules, regulations and laws (both State and federal), as appropriate. 4 CAO 16A13 2.07 County Staff Assistance a. The MPO may on occasion request additional administrative or public relations assistance due to MPO staff turnover or attrition. Such temporary assistance may be provided upon the MPO Executive Director and the County Manager or his/her designated representative reaching agreement on the appropriate re-allocation of County personnel on a case-by-case basis. b. The MPO may on occasion request GIS assistance to update various MPO maps and GIS data files. Such assistance may be provided upon agreement reached in the same manner set forth in the above subsection(a). c. If the MPO utilizes such temporary assistance from the County, the County will be reimbursed through an interdepartmental transfer at the actual cost of the utilized employee's salary, plus any other actual documented additional cost. County staff time spent supporting MPO activities shall be documented on the MPO timesheet, approved by the MPO Executive Director. 3.00 Reimbursement to the County The MPO hereby agrees that it shall reimburse the County for all services rendered under this Agreement as specified in the UPWP budget and all approved budgets under federal or State grant contracts with the MPO. The determination of eligible costs shall be in accordance with 2 CFR § 200 and all other applicable rules, regulations and laws (both State and federal), as appropriate. 3.01 Local Share The MPO will provide cash or in-kind services for the required match for federal funds from the Federal Highway Administration (FHWA), the Federal Transit Association (FTA), FDOT and the Florida Commission for Transportation Disadvantaged (CTD), where appropriate. These funds may also be derived from financial contributions made by the MPO's member local governments, including Collier County and the Cities of Naples, Marco Island and Everglades City. 3.02 Invoices and Progress Reports The MPO shall provide to the FDOT or appropriate federal agencies quarterly progress reports and invoices for reimbursement for all federal grants with FHWA, FTA and State grants received through the CTD. The progress reports and invoices shall be in sufficient detail for audit purposes. 5 OCA0 16A 13 3.03 Payment Payment to the County of all monies by the MPO is contingent upon the MPO first receiving the funds for the work tasks from the FDOT, FHWA, FTA or CTD. Requests for County services may not be made unless sufficient funding is available to reimburse the County for related expenditures. 3.04 Travel Expenses Reimbursement from federal and State funds for per diem and mileage expenses incurred by MPO staff and Board members for MPO business shall be consistent with the federal government rates. 4.00 Information and Reports The County will provide all required information and reports and will permit access to its books, records, accounts, and other sources of information, and its facilities as may be determined by FDOT, FHWA, or FTA to be pertinent to ascertain compliance with such regulations, orders and instructions. Where any information required of the County is in the exclusive possession of another who fails or refuses to furnish this information, the County shall certify to FDOT, FHWA, or FTA as appropriate, and shall set forth what efforts it has made to obtain the information. 5.00 Continuity of Operations Plan(COOP) The MPO shall adhere to Collier MPO's Continuity of Operations Plan (COOP). The COOP is consistent with Collier County's Comprehensive Emergency Management Plan(CEMP). Collier County shall provide the MPO with an alternate facility for a reasonable period if one is required. 6.00 Amendment of Agreement The County and the MPO may, upon initiation of either party, amend this Agreement to cure any ambiguity, defect, omission or to grant any additional powers, or to confer additional duties which are consistent with the intent and purpose of this Agreement. This Agreement shall become effective upon approval by the MPO and the County and remain in effect for a period of three years. At that time, the MPO shall review this Agreement to determine if any changes are warranted. 6 CAO, 1 16A13 IN WITNESS WHEREOF, the undersigned parties have caused this Staff Services Agreement to be duly executed on their behalf effective as of the last date signed below. COUNTY OF COLLIER COLLIER BOARD OF COUNTY COMMISSIONERS METROPOLITAN PLANNING ORGANIZATION 0. By. -'_ :. :�. By: A,‘\,, tiA '-\,, \, 1). \ Commissioner William L. McDaniel, Jr., Councilman Reg Buxton, City of Naples, Chairman acting in his capacity as Chairman of the Collier MPO Dated: t.5 1 as 11 ci Dated: 511 Dill l ATTEST: Crystal K. Kinzel, Clerk of Courts ATTEST:,. And Comptroller ' ' i r; BY• C- 0-C>C _ ... .. Deputy C 4 �-' • Anne McLaughlin Attest as to Chat , 't Collier MPO Executive Director signatureonly Appro-ed`as t• orm ify / l j ality: BY: ma Ip cott R. Teach Deputy County Attorney stem# ` Agenda ....-X[Apt Date — C.o Date 71_pit Recd --____:__ Deputy Cier.4 , 7 1 t 16413 SECOND AMENDMENT TO LEASE AGREEMENT THIS SECOND AMENDMENT TO LEASE AGREEMENT ("Amendment") is entered into this ,g24)(\ day of may , 2019, by and between COLLIER METROPOLITAN PLANNING ORGANIZATION (COLLIER MPO) transportation planning agency created pursuant to F.S. 339.175, whose mailing address is 2885 South Horseshoe Drive, Naples, Florida 34104, hereinafter referred to as "Lessee," and COLLIER COUNTY, a political subdivision of the State of Florida,whose mailing address is 3335 East Tamiami Trail, Suite 101, Naples, Florida 34112, hereinafter referred to as"Lessor,"collectively stated as the"Parties." RECITALS: WHEREAS, Lessee and Lessor entered into a Lease Agreement dated October 23, 2012, a copy of which is attached hereto; and WHEREAS, the "Agreement Term," pursuant to Paragraph 6 of the Lease Agreement was October 23, 2012 through June 26, 2014, subject to renewals provided therein; and WHEREAS, the Lease Agreement was automatically renewed pursuant to the provisions set forth in Paragraph 6; and WHEREAS, on June 28, 2016, the Parties entered into a First Amendment to Lease Agreement further extending the termination date of the Lease Agreement through June 30, 2019, a copy of which is attached hereto; and WHEREAS, the Parties wish to further amend the Lease by extending the termination date of the Lease Agreement for an additional three (3) year period through and including June 30, 2022, and by increasing the rental rate from $20.00 per square foot to $21.00 per square foot (for 663 square feet of office space), which amounts to annual rental amount of$13,923. WITNESSETH: NOW, THEREFORE, in consideration of Ten Dollars ($10.00) and other good and valuable consideration exchanged amongst the parties, and in consideration of the covenants contained herein,the Parties agree as follows: 1. The termination date set forth in Paragraph 6 of the Lease Agreement is hereby extended 7 to June 30, 2022. 2. Numbered Paragraph 7 of the Lease Agreement is amended, as follows: 7. Rent. Lessee hereby covenants and agrees to pay as rent for the Premises the sum ofd $3,480.75 quarterly, which sum shall be due and payable on or before the following dates of each year of the lease: October 1st,January 1st, April 1St and July 1St. 3. The effective date of the new rental rate shall commence on July 1, 2019. Page 1 of 3 16413 4. Except as expressly provided herein, the Lease Agreement remains in full force and effect according to the terms and conditions contained therein. If there is a conflict between the terms of this Second Amendment and the Lease Agreement dated October 23, 2012,the terms of this Amendment shall prevail. IN WITNESS WHEREOF, the Lessee and Lessor have hereto executed this Second Amendment to Lease Agreement the day and year first above written. AS TO THE LESSEE: COLLIER METROPOLITAN PLANNING ORGANIZATION, a regional transportation planning agency created pursuant to F.S. 339.175 .-..c Witness afore) 1V-,_-(A, )`'IA Councilman Reg Buxton, City of Naples, A sp,t'e M' L.e.:, �.1 h acting in his capacity as Chairman of (print name) the Collier MPO W MD signature) '—tran l (print name) Page 2 of 3 16A13 ATTEST: BOARD OF COUNTY COMMISSIONERS Crystal K. Kiniel, Clerk of Courts COLLIER C• ; ORIDA And Comptroller Ce) 4. , Air- "" Alifr By: CLu A,� t Q Q By: !"—--' ' 4 a t- Clerk W./iam L. McDaniel, Jr., Chairman ;fittest as '"Y 'si�e:Of{ ` Approved as to fo an legality: iice.il / 7 Scott R. Leh Deputy County Attorney i'/ Page 3 of 3 ;C=AO 16A13 FIRST AMENDMENT TO LEASE AGREEMENT THIS FIRST AMENDMENT TO LEASE AGREEMENT ("Amendment") entered into this Z' -r day of r , 2016, by and between COLLIER METROPOLITAN PLANNING ORGANIZATION (COLLIER MPO) transportation planning agency created pursuant to F.S. 339.175, whose mailing address is 2885 South Horseshoe Drive,Naples,Florida 34104, hereinafter referred to as "Lessee," and Collier County, a political subdivision of the State of Florida, whose mailing address is 3335 East Tamiami Trail, Suite 101, Naples, Florida 34112,hereinafter referred to as"Lessor,"collectively stated as the"Parties." RECITALS: WHEREAS, Lessee and Lessor entered into a Lease Agreement dated October 23, 2012 a copy of which is attached hereto; and WHEREAS, the "Agreement Term," pursuant to Paragraph 6 of the Lease Agreement was October 23,2012 through June 26,2014,subject to renewals provided therein;and WHEREAS, since, June 26, 2014, the Lease Agreement was automatically renewed pursuant to the provisions set forth in Paragraph 6;and WHEREAS, the parties wish to further extend the termination date of the Lease Agreement to June 30,2019. WITNESSETH: NOW, THEREFORE, in consideration of Ten Dollars ($10.00) and other good and valuable consideration exchanged amongst the parties, and in consideration of the covenants contained herein,the parties agree as follows: 1. The termination date set forth in Paragraph 6 of the Lease Agreement is hereby extended to June 30,2019. 2. Except as expressly provided herein, the Lease Agreement remains in full force and effect according to the terms and conditions contained therein. If there is a conflict between the terms of this Amendment and the Lease Agreement dated October 23, 2012, the terms of this Amendment shall prevail. IN WITNESS WHEREOF, the Lessee and Lessor have hereto executed this First Amendment to Lease Agreement the day and year first above written. Page 1 of 2 1 6 A 1 3 AS TO THE LESSEE: COLLIER METROPOLITAN PLANNING ORGANIZATION,a regional transportation planning agency created pursuant to F.S. 339.175 --,---- ;1- Witnesl4gnature) By: _, Penny Taylor. Collier County Commissioner. acting in her capacity as Chairman of (print name) , the Collier MPO ..." --- - _ Witness e .... ature) .:\ 4, li 1.,k,f ir,L VS73-... 41.0,113 (print name) ATTEST: BOARD OF COUNTY COMMISSIONERS DWIGHT E. BROCK, Clerk COLLIE COUNTY, FLORIDA By: t,4I ot "1144., DL . By: irr9_\.1114 I WY Clerk DONNA FIALA,CHAIRMAN Attest as to C,4411C1!.- - ,. signature only.. Approved as to form and legality: --, 3 __a Scott R. Teach Deputy County Attorney / , Page 2 of 2 k.. ‘..!: 16A13 l6A2 LEASE AGREEMENT This Lease Agre enhereinafter referred to as "Lease") is entered into this day of 0 04.0-4; C 2012, by and between COLLIER METROPOLITAN PLANNING ORGANIZATION (COLLIER MPO), a transportation planning agency created pursuant to F.S. 339.175, whose mailing address is 2885 South Horseshoe Drive,Naples, Florida 34104, hereinafter referred to as "Lessee",and Collier County, a political subdivision of the State of Florida, whose mailing address is c/o Real Property Management, 3335 East Tamiami Trail, Suite 101, Naples, Florida 34112, hereinafter referred to as"Lessor,"collectively stated as the"Parties." RECITALS: WHEREAS, Florida Statutes Section 125.38 provides that if a government agency, corporation or other organization which may be organized for the purposes of promoting community interest and welfare, should desire any real or personal property that may be owned by any county of this state or by its board of county commissioners, for public or community interest and welfare, then such government agency, corporation or organization may apply to the board of county commissioners for a conveyance or lease of such property, and that such board, if satisfied that such property is required for such use and is not needed for county purposes,may thereupon convey or lease the same at private sale to the applicant for such price, whether nominal or otherwise,as such board may fix,regardless of the actual value of such property; and WHEREAS, Lessee has applied to the Board of County Commissioners for a Lease of certain property which the Board has determined is not presently needed for County purposes; and WHEREAS, it is the Board's finding that it is in the public interest to lease this property to Lessee on the terms and conditions set forth below. WITNESSETH: NOW, THEREFORE, in consideration of Ten Dollars ($10.00) and other good and valuable consideration exchanged amongst the Parties, and in consideration of the covenants contained herein, the Parties hereby enter into this Lease on the following terms and conditions: 1. Conveyance. On the terms and conditions set forth in this Lease, and in consideration of Lessee's performance under this Lease, the Lessor conveys to the Lessee the present possessory interest in the Leased Premises described below. 2. Description of Leased Premises. The Leased Premises, which is the subject of this Lease,is a 663 square foot office within the building located at 2885 South Horseshoe Drive, Naples, Florida, and further described on Exhibit 'A,' which is attached hereto and made a part hereof this Lease,hereinafter referred to as the"Premises." Page I of 8 16A13 16 A 2 3. Conditions to Conveyance. Lessee warrants and represents to Lessor that it has examined the title and boundaries of the Premises. Accordingly, this conveyance is subject to all of the following: a. Any and all conditions, restrictions,encumbrances and limitations now recorded against the Premises; b. Any and all existing or future zoning laws or ordinances; c. Any questions of title and survey that may arise in the future;and d. Lessee's satisfactory performance of all terms and conditions of this Lease. 4. Use of Premises. The purpose of this Lease is for Lessee to transact MPO business, which use the Board of County Commissioners has found to be in the public's interest. Lessor shall have the right to terminate this Lease should Lessee utilize the Premises in any manner inconsistent with the approved use. 5. Permissible Alternations and Additions to Premises. Lessee may not make any alterations or additions to the Leased Premises without obtaining Lessor's prior written consent, which consent may be withheld in Lessor's sole discretion. Lessee shall submit to Lessor plans and specifications for all alterations and additions at the time Lessor's consent is sought. 6. Term of Lease, The term of this Lease shall commence on the date first above written, and unless terminated earlier by the Parties, shall terminate on June 26, 2014. If Lessee's Staff Services Contract ('Contract') is extended between the Collier Metropolitan Planning Organization and Collier County,upon review and concurrence by both the Department (FDOT) and Federal Highway Administration (FHWA), the Lease term shall automatically renew to reflect that Contract's service dates, as well as all subsequent renewal Contract dates between the Collier Metropolitan Planning Organization and Collier County, unless terminate earlier by either of the Parties. 7. Rent. Lessee hereby covenants and agrees to pay as rent for the Premises the sum of$3,315.00 quarterly, which sum shall be due and payable on or before the following dates of each year of the lease: October 14`,January 1", April 1s`and Julylst. R. Lessor shall be responsible for all costs, fees and charges concerning the Premises. Accordingly, Lessor shall promptly pay when due and prior to any delinquency all costs, fees, taxes, trash removal services,assessments, utility charges and obligations of any kind that relate to the Premises. Subject to the limitation set forth in Section 768.28, Fla. Stat., Lessee will indemnify and hold Lessor harmless from any and all claims, costs and obligations arising wholly or in part by the negligence of Lessee in connection with its use of the Premises in connection with any activity associated with this agreement. In case any action or proceeding is brought against Lessor by reason of Lessee's use of the Premises, Lessee shall pay all costs, attorneys' fees, expenses and liabilities resulting therefrom and shall defend such action or proceeding if Lessor shall so request, at Lessee's expense, by counsel reasonably satisfactory to Lessor. It is specifically agreed however,that Lessor may at its own cost and expense participate in the legal defense of such claim, with legal counsel of its choosing. Page 2 of 8 1 6 A 13 16 A 2 9 Lessee's Liens md_Mort2ago. Lessee shall not in any way encumber the Premises, and shall promptly remove any and all liens placed against the Premises. All persons to v,horn these presents may come are put upon notice of the fact that the interest of the Lessor in the Premises shall not he subject to liens for improvements made by the Lessee and liens for improvements made by the Lessee are specifically prohibited from attaching to or becoming a lien on the interest of the Lessor in the Premises or any part of either. This notice is given pursuant to the provisions of and in compliance with Section 713.10, Florida Statutes, 10. Lessor's Obligation to Maintain. Lessor shall keep and maintain the Premises in good,sanitary and neat order, condition and repair, and shall abide with all lawful requirements. Such maintenance and repair shall include, but not be limited to,painting,janitorial,fixtures and appurtenances(lighting,heating,plumbing,and air conditioning). 11. Ouiet Enjoyment. Lessee shall be entitled to quiet enjoyment so long as Lessee has not defaulted on any of the terms of this Lease. Accordingly, Lessee shall have the exclusive right to use the Premises during the term of this Lease. During the term of this Lease, Lessee may erect appropriate signage on the Leased Premises and the improvements constructed by Lessee thereon. Any such signage shall be in compliance with all applicable codes and ordinances. 12, Casualty. If the Premises are destroyed, rendered substantially inhabitable, or damaged to any material extent, as reasonably determined by Lessor, Lessor shall use its best efforts to find alternative, comparable office space for Lessee within a reasonable period of time. 13. Access to Premises. Lessor, its duly authorized agents, contractors, representatives and employees, shall have the right after reasonable oral notice to Lessee,to enter into and upon the Premises during normal business hours, or such other times with the consent of Lessee, to inspect the Premises, verify compliance with the terms of this Lease, or make any required repairs. 14. Termination and Surrender. Unless otherwise mutually agreed by the Parties, within thirty (30) days after termination of the lease term, Lessee shall redeliver possession of the Premises to Lessor in good condition and repair. Lessee shall have the right at any time during Lessee's occupancy of the Premises to remove any of its personal property and equipment. 15, Assignment. Lessee may not assign this Lease or sublet any portion of the building constructed on the Premises by Lessee without the express prior written consent of the Lessor, which consent may be withheld in Lessor's sole discretion. Any purported assignment or sublet without the express written consent of Lessor shall be considered void from its inception, and shall be grounds for the immediate termination of this Lease. Lessor may freely assign this Lease upon written notice to Lessee. 16. Defaults and Remedies. Page 3 of 1 6 A 13 16 A 2 a. Defaults by Lessee. The occurrence of any of the following events and the expiration of the applicable cure period set forth below without such event being cured or remedied will constitute a "Default by Lessee" to the greatest extent then allowed by law: i. Abandonment of Premises or discontinuation of Lessee's operation. ii. Failure of Lessee to perform or comply with any material covenant or condition made under this Lease, which failure is not cured within ninety (90) days from receipt of Lessor's written notice stating the non- compliance shall constitute a default(other than those covenants for which a different cure period is provided), whereby Lessor may, at its option, terminate this Lease by giving Lessee thirty (30) days written notice unless the default is fully cured within that thirty (30) day notice period (or such additional time as is agreed to in writing by Lessor as being reasonably required to correct such default). However, the occurrence of any of the events set forth above shall constitute a material breach and default by Lessee, and this Lease may be immediately terminated by Lessor except to the extent then prohibited by law. b. Remedies of Lessor. i. In the event of the occurrence of any of the foregoing defaults, Lessor, in addition to any other rights and remedies it may have, shall have the immediate right to re-enter and remove all individuals, entities and/or property from the Premises. Such property may be removed and stored in a public warehouse or elsewhere at the cost of and for the account of Lessee, all without service of notice or resort to legal process and without being deemed guilty of trespass, or being liable for any loss or damage which may be occasioned thereby. If Lessee does not cure the defaults in the time frames as set forth above, and Lessor has removed and stored property, Lessor shall not be required to store for more than thirty (30) days. After such time, such property shall be deemed abandoned and Lessor shall dispose of such property in any lawful manner it so chooses and shall not be liable to Lessee for such disposal. c. Default by Lessor, Lessor shall in no event be charged with default in the performance of any of its obligations hereunder unless and until Lessor shall have failed to perform such obligations within thirty (30) days (or such additional time as is reasonably required to correct such default) after written notice to Lessor by Lessee properly and in meaningful detail specifying wherein, in Lessee's judgment or opinion, Lessor has failed to perform any such obligation(s). d. Remedies of Lessee. In partial consideration for the nominal rent charged to Lessee, Lessee hereby waives any claim it may have to direct or indirect monetary damages it incurs as a result of Lessor's breach of this Lease, and also waives any claim Page 4 of 8 16A13 16 4 2 it might have to attorneys' fees and costs arising out of Lessor's breach of this Lease. Lessee's remedies for Lessor's default under this Lease shall be limited to the following: i. For injunctive relief as may appear necessary or desirable to enforce the performance and observance of any obligation, agreement or covenant of Lessor under this Lease. ii. Lessee may cure any default of Lessor and pay all sums or do all reasonably necessary work and incur all reasonable costs on behalf of and at the expense of Lessor. Lessor will pay Lessee on demand all reasonable costs incurred and any amounts so paid by Lessee on behalf of Lessor, with no interest. e. No Remedy Exclusive. No remedy herein conferred upon or reserved to either party is intended to be exclusive of any other available remedy or remedies, but each and every such remedy will be cumulative and in addition to every other remedy given under this Lease or hereafter existing under law or in equity. No delay or omission to exercise any right or power accruing upon any event of default will impair any such right or power nor be construed to be waived, but any such right and power maybe exercised from time to time and as often as may be deemed expedient. f Non-Waiver. Every provision hereof imposing an obligation upon Lessee is a material inducement and consideration for the execution of this Lease by Lessee and Lessor. No waiver by Lessee or Lessor of any breach of any provision of this Lease will be deemed for any purpose to be a waiver of any breach of any other provision hereof or of any continuing or subsequent breach of the same provision, irrespective of the length of time that the respective breach may have continued. Miscellaneous Legal Matters 17. This Lease shall be construed by and controlled under the laws of the State of Florida. In the event of a dispute under this Lease, the Parties shall first use the County's then- current Alternative Dispute Resolution Procedure. Following the conclusion of this procedure, either party may file an action in the Circuit Court of Collier County to enforce the terms of this Lease,which Court the Parties agree to have the sole and exclusive.jurisdiction. 18. This Lease contains the entire agreement of the Parties with respect to the matters covered by this Lease and no other agreement, statement or promise made any party, or to any employee, officer or agent of any party, which is not contained in this Lease shall be binding or valid. Time is of the essence in the doing,performance and observation of each and every term, covenant and condition of this Lease by the Parties. 19. In the event state or federal laws are enacted after the execution of this Lease, which are applicable to and preclude in whole or in part the Parties' compliance with the terms of this Lease, then in such event this Lease shall be modified or revoked as is necessary to comply with such laws, in a manner which best reflects the intent of this Lease. Page 5 of 8 1 6 A 13 16 A 2 20. Except as otherwise provided herein, this Lease shall only he amended by mutual written consent of the Parties hereto or by their successors in interest. Notices hereunder shall be given to the Parties set forth below and shall be made by hand delivery, facsimile, overnight deln ery or by regular mail. if given by re ulotr mail, the notice shall be deemed to have been given within a required time if deposited in the U.S. Mail, postage prepaid, within the time limit. For the purpose of calculating time limits which run from the giving of a particular notice the time shall be calculated from actual receipt of the notice. Time shall run only on business days which, for purposes of this Lease shall he any day other than a Saturday, Sunday or legal public holiday. Notices shall be addressed as follows: If to Lessor: County Manager Collier County Manager's Office 3299 East Tamiami Trail, Suite 202 Naples, Florida 34112 CC: Real Property Management 3335 Tamiami Trail, Suite 101 Building W Naples,Florida 34112 If to Lessee: Executive Director Collier Metropolitan Planning Organization 2885 South Horseshoe Drive Naples, Florida 34104 Notice shall be deemed to have been given on the next successive business day to the date of the courier waybill if sent by nationally recognized overnight delivery service. 21. Neither party will have the right or authority to bind the other party without express written authorization of such other party to any obligation to any third party. No third party is intended by the Parties to be a beneficiary of this Lease or to have any rights to enforce this Lease against either party hereto or otherwise. Nothing contained in this Lease will constitute the Parties as partners or joint ventures for any purpose, it being the express intention of the Parties that no such partnership or joint venture exists or will exist. 22. Neither party to this Lease will be liable for any delay in the performance of any obligation under this Lease or of any inability to perform an obligation under this I.;ease if and to the extent that such delay in performance or inability to perform is caused by an event or circumstance beyond the reasonable control of and without the fault or negligence of the party claiming Force Majeure. "Force Majeure" shall include an act of God, war (declared or undeclared), sabotage, riot, insurrection, civil unrest or disturbance, military or guerrilla action, economic sanction or embargo, civil strike, work stoppage, slow-down or lock-out, explosion, fire, earthquake, abnormal weather condition,hurricane, flood, lightning, wind, drought, and the binding order of any governmental authority. Page 6 of 8 1 6 A 1 3 16 A 2 23. Lessee will not transport, use, store, maintain, generate, manufacture, handle, dispose, release or discharge any Hazardous Materials upon or about the Leased Premises, nor permit employees, representatives, agents, contractors, sub-contractors, sub-sub-contractors, material men and/or suppliers to engage in such activities upon or about the Leased Premises. 24. In compliance with Section 404.056, Florida Statutes, all Parties are hereby made aware of the following: 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 your County Public Health Department. 25. Lessee shall execute this Lease prior to it being submitted for approval by the Board of County Commissioners. This Lease may be recorded by the County in the Official Records of Collier County, Florida, within fourteen (14) days after the County enters into this Lease, at Lessee's sole cost and evense 26. Notwithstanding anything to the contrary, either party may freely terminate this Lease on 30 day's written notice to the other party, with or without cause, which notice is to be in accordance with paragraph 20 above. Upon termination, all past due rent and other charges will be promptly paid to Lessor, with the panics adhering to all of their respective termination and surrender obligations set forth above. IN WITNESS WHEREOF, the Lessee and Lessor have hereto executed this Lease the day and year first above written. AS TO THE LESSEE: COLLIER METROPOLITAN PLANNING ORGANIZATION,a regional transportation planning : ency created pursuant to F.S. 339.175 4 tness(si By: JANIK COLETTA,County Commissioner A_tit f f acting on behalf of his capacity as Chairman of (pout pyarne) / the MPO 1/ / 2 WAtati,ss(signature) C/ AY6-K (print name) Page 7 of 8 1 6 A 13 16 A 2 AS TO THE LESSOR: .- . ,'":"rt - - ATTEST: ., ' . ---- .-,..,',% , BOARD OF COUNTY COMMISSIONERS, DWIGHT-E.. 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