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HomeMy WebLinkAbout2000-099RESOLUTION NO. 2000- 099 A RESOLUTION OF INDIAN RJVER COUNTY, FLORIDA PROVIDING FOR TIIE APPROVAL OF THE FORM OF AND AUTHORIZING TTIE E)GCUTIONAND DELIVERY OF AN AGREEMENT FOR SALE AND PURCHASE,FACILITY LEASE AGREEMENT, DEVELOPMENT AGREEMENT, INTERLOCAL AGREEMENT, DOCI.JMENT ESCROW AGREEMENT, CAPITAL RESERVE ACCOUNT AGREEMENT, AND PARKING AGREEMENT IN CONNECTION WITH TI{E ACQUISITION OF CERTAIN REAL PROPERTY KNowN As DoDcERTowN; AUTHoRIztNc orHER REeUTRED ACTTONS; PROVIDING FOR SEVEMBILITY AND AN EFFECTIVE DATE. BE IT RESOLVED BY THE BOARD OF COUNTY COMMISSIONERS OF INDIANRIVER COUNTY, FLORIDA: SECTTON l. AUTHORITY FOR THIS RESOLUTION. This Resolution is adopredpur$ant to the provisions of Chapter 125, Florida Statutes, County Home Rule Ordinance No. 72-19, enacted August 3, 1977 and effective August g, 1977, as amended, and other applicable provisions of law. sEcrIoN 2. FINDINGS. Ir is hereby found and determined thar: A. The County Commission approved and executed that certain Memorandum of Understanding dated as of July 24,2000 (the "Memorandum of Undersranding"), by and among the County, the City of Vero Beach, Florida (the "City"), Los Angetes Didgerj, inc. ("Dodgers"), Fox Baseball Holdings Incorporated ("Fox") and de Guardiola Devetopment, Inc. (the "Developer"), which Memorandum of Understanding required the County to approve additional documents. B. The additional documents required by the Memorandum of Understanding have been prepared and submitted to the county for such approval. SECTION 3. APPROVAL OF THE AGREEMENT FOR SALE AND PURCHASE. ThE Agreement for Sale and Purchase in substantially the form attached hereto as Exhibit A is hereby approved and the Chairman or Vice-Chairman and the Clerk are hereby authorized and directed to execute and deliver the Agreement for Sale and Purchase on behalf of ani in the name of the County,with such additional changes, insertions and omissions therein as may be otherwise made and approved by said officers ofthe County executing the same, such executionto be conclusive evidence ofsuch approval. RES0LUTIoN N0. 2000-099 SECTION 4. APPROVAL OF THE FACILTTY LEASE AGREEMENT. The Facility Lease Agreement in substantially the form attached hereto as Exhibit B is hereby approved and the Cttainnan or Vice'Chairman and the Clerk are hereby authorized and directed to exliute and deliver the Facility Lease Agreement on behalf of and in the name of the County, with such additional changes, insertions and omissions therein as may be otherwise made and approved by said officers of the County executing the same, such execution to be conclusive evidence of such approval. SECTION 5. APPROVALOF TIm DEVELOPMENT AGREEMENT. The Development Agreement in substantially the form attached hereto as Exhibit C is hereby approved and the Cluirman or Vice{hairman and the Cterk are hereby authorized and directed to "*i.ut" and detiver the Development Agreement on behalf of and in the name of the County, with such additional changes, insertions and omissions therein as may be otherwise made and aiproved by said oflicers of the County executing the same, such execution lo be conclusive evidence of such approval. SECTION 6. APPROVAL OF THE INTERLOCAL AGREEMENT, The Interlocal Agreement in substantially the form attached hereto as Exhibit D is hereby approved and the Chairman or Vice-Chairman and the Clerk are hereby authorized and directed to execute and detiver the Interlocal Agreement on behalf of and in the name of the County, with such additional changes, insertions and omissions therein as may be otherwise made and approved by said officers of the County executing the same, such execution to be conclusive evidence of such approval. sEcrtoN 7. APPROVAL oF THE DOCUMENT EscRow AGREEMENT. The Document Escrow Agreement in substantially the form attached hereto as Exhibit E is hereby approved and the Chairman or Vice-Chairman and the Clerk are hereby authorized and directed to execute and deliver the Document Escrow Agreement on behalf of ani in the name of the County,with such additional changes, insertions and omissions therein as may be otherwise made and approved by said officers of the County executing the same, such executionto be conclusive evidence ofsuch approval. SECTION 8. APPROVAL OF THE CAPITAL RESERVE ACCOUNT AGREEMENT. The Capital Reserve Account Agreement in substantially the form attached hereto as Exhibit F is hereby approved and the Chairman or Vice-Chairman and the Clerk are hereby authorized and directed to execute and deliver the Capital Reserve Account Agreement on behatf of and in the name of the County, with such additional changes, insertions and omissions therein as may be otherwise made and approved by said officers of the County executing the same, such eiecution to be conclusive evidence of such approval. SECTION 9. APPROVAL OF THE PARKING AGREEMENT. The Parking Agreement in substantially the form attached hereto as Exhibit G is hereby approved and the Chairman or Vice- Chairman and the Clerk are hereby authorized and directed io ii..ut" and deliver the parking RESOLUTION NO.2000-099 Agroement on behalfofand in the name of the County, with such additional changes, insertions and omissions therein as may be otherwise made and approved by said officers of the County executing the same, such execution to be conclusive evidence of such approval. SECTION IO. APPOINTMENT OF TTIE AGENT AND CAPITAL RESERVE ACCOUNT AGENT. The County's bond counsel, Bryant, Miller and Olive, P.A., is hereby appointed to serve as "Agent" under the Document Escrow Agreement, and First Union National Bank is hereby appointed to serve as the "Capital Reserve Account Agent" under the Capital Reserve Account Agreement. SECTION ll. APPROVAL OF TMPROVEMENTS. The County recognizes that the "lmprovonents" set forth in the Memorandum of Understanding and in the Development Agreement qe zubject to adjustment, expansion and deletion as a result of the preparation of the Design Criteria lckge required by the Development Agreement and as a resutt of the site plan approval process. The County Administrator is expressly authorized and directed to approve, on behalf of the -County, any zuch adjustments, expansions and deletions as a result of the preparation of the Design Criteria Package,raUired by the Development Agreement and as a result of the site ptan approvil process, without further action by this Commission. SECTION 12. GENEML AUTHORITY. The Chairman or Vice-Chairman, the County Administrator, the County Attorney, the Clerk and any other proper officiats of the County are hereby authorized to do all acts and things required of them by this Resolution or that may othenvise be desirable or consistent with accomplishing the full, punctuat and comptete perfornance of all the terms, covenants and agreements contained in any of the foregoing and the County is hereby authorized and directed to execute and deliver any and all papers and instruments and to cause to be done any and all acts and things necessary or proper for carrying out the transactions cont€mplated thereby. In addition, the County Administrator shall be authorized, on behalf of the Counry, ro authorize any substitution of exhibits or other matters held pursuant to the Document Escrow Agreement as may be contemplated therein, without further authorization from this Commission. SECTION 13. SEVERABILITY AND INVALID PROVISIONS. If any one or more of the covenants, agreements or provisions herein contained shall be held contrary to any express provision of law or contrary to the policy of express law, but not expressly prohibited or against public poticy, or shall for any reason whatsoever be held invalid, then such covenants, agreements or provisions shall be null and void and shallbe deemed separable from the remaining covenants, agreements or provisions and shall in no way effect the validity of the other provisionJhereof. SECTION 14- EFFECTM DATE. This Resolution shall be effective immediately upon its adoption, 7 Adopted this lth day of September, 2000 RESoLUTIoN N0. 2000-099 BOARD OF COUNTY COMMISSIONERS OF INDIAN RIVER COUNTY, FLORIDA 'J.K. BA,RTr.il"l cLgRK CiR0UtT Cnt:,j APPROVED AS TO FORM AND LECAL SI,JFFICIENCY As:Chairman €fcrh t;il;!'UTYCLERK