HomeMy WebLinkAbout2023-165GROUND LEASE
THIS GROUND LEASE ("Lease") is entered into this 26h day of September, 2023,
between the District Board of Trustees of Indian River State College ("Lessor"), the Medical
Examiner for the 19th Judicial Circuit ("Medical Examiner"), and Indian River County, Martin
County, Okeechobee County, and St. Lucie County, political subdivisions of the State of Florida
that collectively constitute the 19th Judicial Circuit (collectively, the "Counties" or "Lessee").
WHEREAS, the Lessor owns approximately 50 -acres of land located on Kirby Loop Road
in St. Lucie County that is currently occupied by the Treasure Coast Public Safety Training
Complex;
WHEREAS, the Medical Examiner has declared a need for a new facility to serve the
residents of the Counties;
WHEREAS, Section 406.08(5), Florida Statutes, provides that autopsy and laboratory
facilities utilized by the district medical examiner or his or her associates may be provided on a
permanent or contractual basis by the counties within the district;
WHEREAS, the Counties have agreed to share the cost of design and construction of the
Medical Examiner's facility as set forth in that certain Interlocal Agreement recorded on Jan ar
24, 2023 at Official Records Book 4942, Page 345-363 of St. Lucie County ("Interlocal
Agreement");
WHEREAS, the Counties as Lessee desire to lease from Lessor and Lessor desires to lease
to Lessee approximately two (2) acres of Lessor owned land for the construction and operation of
the new Medical Examiner's facility and its related site improvements ("ME Facility") for the
benefit of the Medical Examiner; and
WHEREAS, the Parties recognize the benefit of the Medical Examiner to the citizens of
the Counties and the students and faculty of Lessor.
NOW THEREFORE, in consideration of the rents to be paid by the Lessee and
agreements hereinafter provided to be performed by the parties hereto, Lessor leases to Lessee,
and Lessee accepts and rents from Lessor, the premises hereinafter described upon the terms and
conditions hereinafter set forth.
ARTICLE I
LEASED PREMISES; USE
Section 1.01. Leased Premises. Lessor does hereby lease, demise and let unto Lessee, and
Lessee does hereby lease and rent from Lessor, that certain parcel of land described in Exhibit "A"
attached hereto and made a part hereof (the "Premises"), being a portion of Lessor's Massey
Campus ("Campus"), for purposes of designing, engineering, constructing, and operating the ME
Facility on the terms outlined herein ("Permitted Use").
ARTICLE II
TERM OF LEASE AND COMMENCEMENT; CONTINGENCIES
Section 2.01. Term of Lease. The Term of this Lease shall commence upon the last date
of execution by the parties (the "Commencement Date") and shall expire forty (40) years after the
Commencement Date (the "Initial Term").
Section 2.02. Renewal Option. Provided this Lease is in full force and effect and the Lessee
is not in default hereunder, Lessor grants Lessee the option to renew the Lease for one additional
forty (40) year period ("Renewal Term"). Counties may exercise the renewal option by delivering
written notice of exercise to Lessor not less than one (1) year prior to the expiration date of the
Initial Term.
Section 2.03. Lessee Right to Terminate Lease. Notwithstanding anything contained
herein to the contrary, the Lessee may terminate this Lease by providing sixty (60) days' notice to
Lessor of such termination.
ARTICLE III
RENT
Lessee agrees to pay to Lessor, without prior demand and without any setoff or deduction
whatsoever, rent in the amount of one dollar ($1.00) per year.
ARTICLE IV
CONSTRUCTION, ALTERATION, AND MAINTENANCE OF IMPROVEMENTS
Section 4.01. Construction. The ME Facility shall be constructed by Lessee, at its expense,
and completed in compliance with all requirements of the law and in accordance with the Interlocal
Agreement. Lessor shall reasonably cooperate with Lessee in defining and coordinating the
ingress and egress routes that all construction traffic must use to access the Premises. Until the
construction of the ME Facility has been finally completed (as evidenced by a final certificate of
occupancy), Lessor shall provide to Lessee non-exclusive easements and rights of ways over the
sidewalks, parking lots and roadways on the Campus in order to provide ingress and egress for
pedestrians and vehicles to and from the Premises and/or to and from a duly open public street or
right of way. Lessor has the right to change the locations of any such easements or rights of way,
as it sees fit, as long as such changes do not unreasonably interfere with the construction of the
ME Facility or prohibit Lessee's access to an open public street or right of way.
Section 4.02. Alteration. Lessee may modify, alter or demolish any portion of the ME
Facility or other improvements erected on the Premises at any time during the term of this Lease.
Section 4.03. Repairs, Replacement and Maintenance. Except as otherwise provided
herein, including section 4.02, Lessee shall repair, replace, and maintain the ME Facility; provided
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however that Lessee is not required to repair, replace or maintain any roadway, service road,
driveway, parking lot, parking space or sidewalk which is not located on the Premises, unless
damage to such areas is caused by Lessee or Lessee's employees, agents, contractors, licensees or
invitees. The division of the cost of repairs, replacement, and maintenance shall be shared
according to the share calculation formula as set forth in Section 4.a.viii. of the Interlocal
Agreement, which has been initially calculated as follows:
St. Lucie
46.11%
Indian River
24.36%
Martin
22.42%
Okeechobee
7.11%
To facilitate annual budget planning, such percentages shall be recalculated on or before July 1 of
each year, to be effective for the fiscal year starting October 1 of that year, utilizing the formula
set forth in Section 4.a.viii. of the Interlocal Agreement. St. Lucie County shall invoice the other
Counties for the cost of the repairs, replacement, and maintenance based on the County share
calculation formula set out above. The other Counties shall pay St. Lucie County per the Florida
Local Government Prompt Payment Act.
ARTICLE V
INDEMNIFICATION
The parties recognize their respective liability for certain tortious acts of their agents,
officers, employees and invitees, and agree to be responsible respectively for all claims, liability,
losses, and/or causes of action that may arise from any negligent act or omission due to the acts of
its agents, servants, or employees, to the extent and within the limits provided by law, said
governmental entities subject to the limits provided in Section 768.28, Florida Statutes, the State
of Florida's partial waiver of Sovereign Immunity; provided, however, that this provision shall not
be construed as a waiver of any right or defense that the governmental entities have under said
statute or as consent to be sued by third parties. Each party covenants to maintain sufficient general
liability and worker's compensation coverage, unless self-insured, regarding its respective liability,
throughout the term of Agreement. The provisions of this Article V shall survive termination of
this Lease.
ARTICLE VI
INSURANCE
Section 6.01. Lessee's Liability Insurance. Without waiving the right to sovereign
immunity, Lessee acknowledges that it is self-insured for general liability and automobile liability.
Lessee agrees to maintain or to be self-insured for worker's compensation and employer's liability
insurance in accordance with Chapter 440, Florida Statutes, as may be amended from time to time.
Lessee agrees to provide Lessor upon request with an affidavit or certificate of insurance
evidencing insurance, self-insurance and/or sovereign immunity status, which the parties agree to
recognize as acceptable for the above -referenced coverages. Compliance with the requirements of
this paragraph shall not relieve Lessee of its liability and obligations under this Agreement.
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Section 6.02. Lessor's Liability Insurance. Without waiving the right to sovereign
immunity, Lessor acknowledges that it is self-insured for general liability and automobile liability.
Lessor agrees to maintain or to be self-insured for worker's compensation and employer's liability
insurance in accordance with Chapter 440, Florida Statutes, as may be amended from time to time.
Lessor agrees to provide Lessee upon request with an affidavit or certificate of insurance
evidencing insurance, self-insurance and/or sovereign immunity status, which the parties agree to
recognize as acceptable for the above -referenced coverages. Compliance with the requirements of
this paragraph shall not relieve Lessor of its liability and obligations under this Agreement.
ARTICLE VII
DAMAGE, DESTRUCTION, AND EMINENT DOMAIN
Section 7.01. Damage and Destruction of the ME Facility. In the event the ME Facility is
damaged or rendered totally or partially untenantable by fire or other casualty ("Damage"), Lessee
shall give notice to Lessor within ten (10) business days of such Damage. If the ME Facility has
been Substantially Damaged (as defined hereinafter), then within ninety (90) days, or such longer
period as is reasonably required under the circumstances (but not to exceed one hundred twenty
(120) days), following any Damage, Lessee, in its sole and absolute discretion, may elect in writing
to rebuild or repair such Damage, at Lessee's expense, or to terminate this Lease. If Lessee fails
to timely make such election, then Lessor may send a written notice to Lessee requesting that
Lessee make such election. Lessee's failure to respond within twenty (20) days after receipt of
such written request shall be deemed to be an election by Lessee not to rebuild or repair such
Damage. For purposes hereof, "Substantially Damaged" shall mean if the cost of repairing or
replacing the same exceeds fifty percent (50%) of their replacement cost immediately prior to the
casualty (excluding the value of foundations, footers, and paving). If Lessee elects to not rebuild
or restore the ME Facility or any part thereof, Lessee agrees to deliver the Premises to Lessor in
broom -clean condition, and, at Lessor's option, Lessee shall demolish/remove any improvements
remaining on the Premises, or those specified in writing by Lessor, no later than two hundred ten
days (210) days after the date of the casualty and this Lease shall terminate on the date Lessee
completes the demolition/removal but in any event no later than two hundred ten (210) days after
the date of the Damage. If the ME Facility is not substantially damaged, Lessee shall promptly
rebuild or repair such Damage at Lessee's sole cost and expense. Repairs and replacements shall
be made in accordance with this Lease. Lessee shall be entitled to adjust, collect, and compromise,
in its sole discretion, all claims under any applicable insurance policies carried by Lessee, to
execute and deliver all necessary proofs of loss, receipts, vouchers and releases required by the
insurers and to use any such proceeds as Lessee shall elect in its sole discretion, subject to its
obligations under this Section.
Section 7.02. Eminent Domain. In the event the Premises, or any part thereof, shall be
taken or condemned for public purposes by any competent authority, having the power of eminent
domain, or by voluntary conveyance in lieu of the exercise of such power, and Lessee determines
in its reasonable discretion that such condemnation will have a material adverse impact on the
ability of Lessee to conduct its business from the Premises; then, within thirty (30) days after the
date on which Lessee receives written notice that such condemnation has occurred, Lessee shall
have the right to terminate this Lease by written notice to the Lessor, which termination shall be
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effective as of the date such competent authority takes physical possession of the Premises or any
part thereof. Lessor shall be entitled to receive the compensation award for any taking of the real
property; and Lessee shall be entitled to receive the compensation award for any taking of Tenant's
improvements comprising the ME Facility and Personalty (as described in Section 8.02), leasehold
interest, loss of business use and opportunity, costs of removal of Personalty and relocation
expenses, and any other award that does not have the effect of reducing Lessor's award, provided
that Lessee proves such damages in any condemnation proceeding.
ARTICLE VIII
POSSESSION, TITLE TO IMPROVEMENTS, AND SURRENDER
Section 8.01. Possession by Lessee. Lessor covenants and warrants that it has full right
and authority to enter into this Lease for the full term hereof. Lessor further covenants that Lessee,
upon paying the rents provided for herein and upon performing the covenants and agreements of
this Lease to be performed by Lessee, will have, hold and enjoy the quiet possession of the
Premises without disturbance, hindrance or ejection by Lessor or anyone claiming by, through, or
under Lessor.
Section 8.02. Title to Improvements and Personalty. Lessor acknowledges and agrees that
title to (i) all improvements comprising the ME Facility, including, but not limited to, all buildings,
structures, building systems (HVAC, mechanical, electrical and plumbing components of the ME
Facility), fixtures, utility lines, pipes, connections and other infrastructure constructed or installed
on the Premises by Lessee, other than the utility lines, connections and other infrastructure which
Lessee is required to transfer by any governmental authority to any governmental authority or to
Lessor and (ii) any and all equipment, furniture, furnishings, appointments and other personal
property to be located therein, regardless of whether such items are affixed or attached to the
Premises in any manner (collectively, the "Personalty"), whether now or hereafter acquired during
the Initial Term or any Renewal Term (collectively, the "Term"), is and shall remain the sole
property of the Medical Examiner during the Term of the Lease. The Medical Examiner shall be
authorized to remove any Personalty prior to the expiration or earlier termination of the Lease.
After the date the Term expires or this Lease is terminated if it is terminated prior to the natural
expiration of the Term, any Personalty left on the Premises shall be deemed to be a part of the ME
Facility unless Lessor provides the Medical Examiner notice prior to the termination of the Lease
of Lessor's desire that the Medical Examiner remove the Personalty from the Premises.
Section 8.03. Surrender of Premises and Improvements. Upon termination of this Lease,
the ME Facility shall then become property of Lessor and the ME Facility and Premises shall be
surrendered at that time. Lessee agrees to execute such documents as may be reasonably required
to evidence termination of the Lease and the transfer of ownership of the ME Facility to Lessor.
The requirements of this Section 8.03 shall survive termination or expiration of this Lease.
ARTICLE IX
RIGHT OF FIRST REFUSAL
Section 9.01. Right of First Refusal. St. Lucie County shall have the right of first refusal
to purchase the Premises as hereinafter set forth. If at any time during the Term, Lessor shall
receive an independent, bona fide offer from a third party for the purchase of the Premises, which
offer Lessor shall desire to accept (the "Offer"), Lessor shall promptly deliver to St. Lucie County
a copy of such Offer. St. Lucie County may, within forty-five (45) days thereafter, elect to purchase
the Premises on the same terms and conditions as those set forth in the Offer. Notwithstanding the
foregoing, St. Lucie County shall not have a right of first refusal in the event of a transfer of the
Premises by Lessor for no consideration to any affiliated entity, organization or corporate body
whatsoever, including without limitation any kind of joint venture or cooperative undertaking
where Lessor or any of its affiliated entities retains material involvement with the Premises, it
being the intent of this provision that only transfers to unrelated third parties for valuable
consideration be the subject of this right of first refusal. In the event that the Offer is for the
purchase of any property owned by Lessor's which also includes the Premises, St. Lucie County
shall have the option to purchase only the Premises at the same per acre value as contained in the
Offer.
Section 9.02. Continuance of Right. If Lessor receives an offer for the purchase of the
Premises or any of Lessor's Property which includes the Premises which is not accepted by Lessor,
the Lessee's right of first refusal shall remain applicable to subsequent offers. If Lessor shall sell
the Premises or any of Lessor's Property which includes the Premises after a failure of Lessee to
exercise its right of first refusal, such sale shall be subject to this Lease, and the right of first refusal
shall continue and shall be applicable to subsequent sales of the Premises provided that this right
of first refusal shall expire upon termination of this Lease.
ARTICLE X
DEFAULT AND REMEDIES
Section 10.01. Events of Default. The following events shall be deemed to be events of
default by Lessee under this Lease:
A. Failure by Lessee to comply with any term, provision or covenant of this
Lease, including failure of Lessee to use and occupy the Premises only for the Permitted Use, and
failure by Lessee to cure such failure within thirty (30) calendar days (forthwith, if the default
involves a hazardous condition) after written notice thereof to Lessee, however, in the event said
default cannot be cured within said thirty (30) day period and Lessee is diligently attempting in
good faith to cure same, the time period shall be reasonably extended to allow Lessee additional
cure time; or
B. Failure by Lessee to immediately vacate the Premises upon termination of
this Lease, by lapse of time or otherwise; or
C. Default by Lessee under the terms of the Interlocal Agreement.
Section 10.02. Default by Lessor. If Lessor shall fail to comply with any term, provision
or covenant of this Lease and shall not cure such failure within thirty (30) calendar days (forthwith,
if the default involves a hazardous condition) after written notice thereof to Lessor, however, in
the event said default cannot be cured within said thirty (30) day period and Lessor is diligently
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attempting in good faith to cure same, the time period shall be reasonably extended to allow Lessor
additional cure time.
Section 10.03. Remedies. Upon the occurrence of an event of default that is not cured
during the applicable cure period, this Lease may be terminated by the non -defaulting party upon
sixty (60) days' written notice. In addition, either party may seek from an appropriate court
declaratory, injunctive or other equitable relief for enforcement of any provision of this Lease, and
the party against whom such injunctive or equitable relief is sought shall not seek or require the
moving party to post any bond. These remedies are not 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 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
future exercise thereof.
ARTICLE XI
CONSTRUCTION AND OTHER LIENS
Section 11.01. Construction and Other Liens. Lessee shall have no authority, expressed
or implied, to create or place any lien or encumbrance of any kind or nature whatsoever upon, or
in any manner to bind, the interest of Lessor in the Premises including those who may furnish
materials or perform labor for any construction or repairs, and each such claim shall affect and
each such lien shall attach to, if at all, only the leasehold interest granted to Lessee by this
instrument. Lessee covenants and agrees that it shall pay or cause to be paid all sums legally due
and payable by it on account of any labor performed or materials furnished in connection with any
work performed on the Premises on which any lien is or can be validly and legally asserted against
its leasehold interest in the Premises or the ME Facility and that it shall save and hold Lessor
harmless from any and all loss, cost or expense based on or arising out of asserted claims or liens
against the leasehold estate or against the right, title and interest of Lessor in the Premises or under
the terms of this Lease. In the event any mechanic's lien which may be imposed by law affecting
Lessor's interest in the Premises shall be placed upon the Premises, and in case of the filing of any
such lien, Lessee shall promptly pay or transfer same to security as permitted by Florida law. If
any such lien shall remain in force and effect for thirty (30) calendar days after written notice
thereof, Lessor shall have the right and privilege, at Lessor's option, of paying or bonding and
discharging the same or any portion thereof subject to Lessee's right to contest the validity thereof,
and any amounts so paid, including expenses and interest, shall be additional rent hereunder due
from Lessee to Lessor and shall be repaid to Lessor immediately on rendition of a bill therefore.
Lessee shall notify all potential lienors with which it deals of the contents of this Section. The
provisions of this Section 11.01 shall survive termination of this Lease.
ARTICLE XII
MISCELLANEOUS
Section 12.01 Notices. Whenever under this Lease a provision is made for any demand,
notice or declaration of any kind or where it is deemed desirable or necessary by either party to
give or serve any such notice, demand or declaration to the other, unless otherwise specifically
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provided herein, all notices to be given hereunder shall be in writing and sent to the parties as
hereinafter provided, by hand delivery; certified mail, return receipt requested, postage prepaid; or
by a nationally recognized overnight courier service. Any such notice shall be deemed given upon
the earlier of receipt by the addressees if hand delivered (or attempted delivery if refused by the
intended recipient thereof), on the next business day after deposit with a recognized overnight
courier service, or on the third (3rd) day following deposit thereof in the United States mail. The
place to which any party is entitled to receive any notice and the person(s) or attorney(s) designated
to receive any notice on behalf of any party may be changed by such party by giving notice thereof
in accordance with the foregoing provisions. The County Attorney for St. Lucie County is
authorized to send notices and demands on behalf of the Lessee hereunder.
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:
IF TO IRSC: With a copy to:
Vice President of Financial Services and CFO
3209 Virginia Avenue
Fort Pierce, Florida 34982
IF TO MEDICAL EXAMINER: With a copy to:
Medical Examiner for District 19, Florida
2500 South 35th Street
Fort Pierce, Florida 34981
IF TO COUNTIES: With a copy to:
St. Lucie County Administrator St. Lucie County Attorney
2300 Virginia Avenue 2300 Virginia Avenue
Fort Pierce, Florida 34982 Fort Pierce, Florida 34982
Indian River County Administrator Indian River County Attorney
1801 27t` Street, Building A 1801 27t` Street, Building A
Vero Beach, Florida 32960 Vero Beach, Florida 32960
Martin County Administrator Martin County Attorney
2401 S.E. Monterey Road 2401 S.E. Monterey Road
Stuart, Florida 34996 Stuart, Florida 34996
Okeechobee County Administrator Okeechobee County Attorney
304 Northwest Second Street 304 Northwest Second Street
Okeechobee, Florida 34972 Okeechobee, Florida 34972
Section 12.02. Waiver. One or more waivers of any covenant, term, or condition of this
Lease by any party shall not be construed by any other party as a waiver of a subsequent breach of
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the same covenant, term, or condition. The consent or approval of either party to or of any act by
the other party of a nature requiring consent or approval shall not be deemed to waive or render
unnecessary consent to or approval of any subsequent similar act.
Section 12.03. Relationship of Parties. Nothing contained in this Lease shall be deemed
or construed by the parties hereto or by any third party to create the relationship of principal and
agent or of partnership or of joint venture or of any association whatsoever between Lessor and
Lessee.
Section 12.04. Venue and Choice of Law. In the event it is necessary for any party to
initiate legal action regarding this Lease, venue shall be in the 19th Judicial Circuit in and for St.
Lucie County, Florida, for claims under state law, and in the Southern District of Florida for claims
justiciable in federal court. TO ENCOURAGE PROMPT AND EQUITABLE RESOLUTION
OF ANY LITIGATION, EACH PART HEREBY WAIVES ITS RIGHTS TO A TRIAL BY
JURY, INCLUDING AN ADVISORY JURY, IN ANY LITIGATION RELATED TO THIS
AGREEMENT. In any litigation permitted by this Lease, each party shall bear their own costs
and fees, including attorneys' fees. This paragraph shall survive the termination or expiration of
this Lease.
Section 12.05. Savings Clause. The invalidity or unenforceability of any provision of this
Lease shall not affect or impair the validity of any other provision.
Section 12.06. Paragraph Headings. The paragraph titles herein are for convenience only
and do not define, limit, or construe the contents of such paragraphs.
Section 12.07. Covenant to Bind Successors. It is agreed that the provisions, covenants,
and conditions of this Lease shall be binding on the legal representatives, heirs, successors and
assigns of the respective parties hereto.
Section 12.08. Entire Agreement. This Lease and the Exhibits attached hereto and forming
a part hereof, together with the terms of the Interlocal Agreement, set forth all of the covenants,
promises, agreements, conditions and understandings between Lessor and Lessee governing the
Premises. The terms of the Interlocal Agreement are hereby incorporated by reference herein,
subject to the provisions of Section 12.14 hereof regarding conflicts between this Lease and the
Interlocal Agreement. There are no covenants, promises, agreements, conditions, and
understandings, either oral or written, between any party other than those herein set forth. Except
as herein provided, no subsequent alterations, amendments, changes, or additions to this Lease
shall be binding upon Lessor or Lessee unless and until reduced to writing and signed by both
parties.
Section 12.09. Environmental Requirements. At its sole expense, Lessee agrees to comply
with all applicable present and future statutes, laws, ordinances, enactments, rules, regulations,
orders, decrees, directives, mandates or other similar requirements of any federal, state or local
government, court or public authority prohibiting, regulating or otherwise relating to
environmental control of any kind, including, but not limited to, air pollution, water pollution,
noise pollution, solid waste pollution, toxic substance control (Environmental Requirements),
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including, but not limited to, Environmental Requirements under the Federal Water Pollution
Control Act, as amended, the Federal Clean Air Act, as amended, the Resource Conservation &
Recovery Act, the Noise Control Act, and the Toxic Substances Control Act, which are applicable
to or arise out of or in connection with Lessee's use or occupancy of the Premises, after the
Commencement Date. Lessor represents to the Lessee that to the best of Lessor's actual knowledge
the Premises does not contain any Hazardous Materials (as hereinafter defined) and is not in
violation of any existing environmental laws, rules, or ordinances. As used herein, the term
"Hazardous Materials" shall mean and be defined as any and all toxic or hazardous substances,
chemicals, wastes, sewage, materials or pollutants, of any kind or nature, which are now or
hereafter regulated, controlled, governed, restricted or prohibited by any federal, state or local law,
code, decision, statute, regulation, rule, or ordinance currently in existence or hereafter enacted or
rendered.
Section 12.10. Radon Gas. 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 gas 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 Unit.
Section 12.11. Brokerage. Lessor and Lessee warrant and represent to each other that there
were no brokers or agents instrumental in consummating this lease.
Section 12.12. Memorandum of Lease. Lessor and Lessee shall execute in recordable form
the Memorandum of Lease attached hereto as Exhibit "B", which Memorandum may be recorded
in the Public Records of St. Lucie County, Florida.
Section 12.13. Subletting; Assiginnent. Lessee may not sublease or assign any of its rights
hereunder, without the prior written consent of Lessor.
Section 12.14. Construction. No party shall be considered the author of this Lease since
the parties hereto have participated in negotiations and drafting of this document to arrive at a final
agreement. Thus, the terms of this Lease 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
affect the remaining portions of this Lease and the same shall remain in full force and effect. In
the event of a conflict between the provisions of this Lease and the Interlocal Agreement, the
provisions of this Lease shall govern; provided, however, that failure of this Lease to address or
make reference to any particular matter in the Interlocal Agreement shall not be deemed a conflict.
Section 12.15. No Third -Party Beneficiary, Each of the parties agree that no individual
and/or entity is intended to have, nor shall such individual and/or entity be deemed to have, any
rights or remedies as a third party beneficiary to, or under, this Agreement or otherwise and each
of the parties acknowledge and agree that any benefit conferred to any such individual and/or entity
is, and shall be deemed for all purposes to be, merely incidental.
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Section 12.16. Sovereign lmmunity. This Lease does not affect the immunities,
exemptions and limitations of liability of Lessor or Lessee under Florida Statute Section 768.28
and other applicable laws of the State of Florida. Nothing in this Lease shall be deemed to affect
the rights, privileges and immunities afforded Lessor or Lessee by law. Nothing herein shall be
construed as consent by Lessor or Lessee to be sued by third parties in any manner arising out of
this Lease.
Section 12.17. Public Records. Each parry shall allow the public access to all non-exempt
documents, papers, letters or other materials, subject to the provisions of Chapter 119, Florida
Statutes, made or received in conjunction with this Lease.
IN WITNESS WHEREOF, the parties have executed this Lease by their duly authorized
officials on the dates stated below. This Agreement may be executed in counterparts and each
fully executed counterpart shall be deemed an original instrument.
[remainder of page intentionally left blank; signature pages to follow]
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DISTRICT BOARD OF TRUSTEES OF
INDIAN RIVER COLL E
BY:
Date: 9/26/23
APPROVED AS TO FORM &
LEGAL SUFFICIENCY:
ATTEST:
13
BOARD OF COUNTY COMMISSIOTI�)o^�F"
INDIAN RIVER COUNTY, FLORI
Tnearnh 14 Farma
Date
: August 1:5 , 2023
APPROVED AS TO FORM AND
LEGAL SUFFICIENCY:
w" -
William k. DeBraal,
County Attorney
v���NRtVER
ATTEST:
CAROLYN TI ANN, CLERK OF THE
CIRCUIT COURT AND COMPTROLLER
". rte, V�•° � � . �G'y
•°?��a�3asoe�sae
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BOARD,filF YOUNTY COMMISSIONERS
MAR LINTY, FLORIDA
ED RD V. CIAMPI, C AOZMAN
APPROVED AS TO FORM &
LEGAL SUFFICIENCY:
GCJ (RJ��
SARAH W. WOODS, COUNTY
ATTORNEY
ATTEST:
(�aaa �.I ft" l .- DC
Jerald D. Bryant, Clerk of the Circuit
Court and Comptroller
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BOARD OF COUNTY COMMISSIONERS
OKEECHOBEE COUNTY, FLORIDA
BY:
avid E. az li air
Board of County C&Amissioners
Date: --I I 2023
APPROVED AS TO FORM AND
CORRECTNESS:
Wade C. Vose, County Attorney
ATTEST:
BOARD OF COUNTY COMMISSIONERS
ST. LUCIE COUNTY, FLORIDA
P f jwm'alall
`4coBY: -
Clerk vo �5�� Chair, qrd of County
ZCommissioners
M
A 3
�0 Date:
15
APPROVED AS TO FORM AND
i(C
WITNES .
1�-
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MEDICAL EXAMINER DISTRICT 19,
FLORIDA
BY: R )c�-, aci,__
Date: S J >� --2.a
Exhibit "A"
Legal Description
18
EXHIBIT "A"
THAT PORTION OF LAND FOR MEDICAL EXAMINER BUILDING CONSTRUCTION
PURPOSES OVER, UNDER, AND ACROSS THE PARCEL NUMBER 2, ST. LUCIE COUNTY
PROPERTY APPRAISER'S PARCEL IDENTIFICATION NUMBER IS 2419-413-0001-0007, AS
RECORDED IN OFFICIAL RECORDS BOOK 1314, PAGE 579, PUBLIC RECORDS OF ST.
LUCIE COUNTY, FLORIDA, TO LEASE THAT PORTION OF LAND WITHIN SAID PARCEL
NUMBER 2, SAID PORTION OF THE LAND IS LYING IN THE SOUTHEAST QUARTER (1/4)
OF THE NORTHWEST QUARTER (1/4) OF THE SOUTHEAST QUARTER (1/4) OF SECTION
19, TOWNSHIP 35 SOUTH, RANGE 40 EAST, CITY OF FORT PIERCE, ST. LUCIE COUNTY,
FLORIDA.
SAID PORTION OF LAND HAS BEEN PARTICULARLY DESCRIBED AS FOLLOWS:
COMMENCING FROM THE 4 -INCHES BY 4 -INCHES CONCRETE MONUMENT WITH
BROKEN TOP WITHOUT IDENTIFICATION MARKING THE SOUTHEAST CORNER OF
SECTION 19, TOWNSHIP 35 SOUTH, RANGE 40 EAST AS RECORDED IN THE CERTIFIED
CORNER RECORD NUMBER 10488 WITH NORTHING OF 1,119,258.8662' AND EASTING OF
861,819.6210';
THENCE, NORTH 020 22'48" WEST, ALONG THE EAST LINE OF THE SOUTHEAST (1/4)
QUARTER OF SAID SECTION 19, A DISTANCE OF 1301.48 FEET TO THE NORTHEAST
CORNER OF THE SOUTHEAST QUARTER (1/4) OF THE SOUTHEAST QUARTER (1/4) OF
SAID SECTION 19;
THENCE, SOUTH 880 00'00" WEST, ALONG NORTH LINE OF THE SOUTH HALF (1/2) OF
THE SOUTHEAST QUARTER (1/4) OF SAID SECTION 19, A DISTANCE OF 1711.41 FEET
TO A POINT;
THENCE, NORTH 01018'49" WEST, A DISTANCE OF 58.00 FEET TO A POINT OF
BEGINNING;
THENCE, NORTH 1°18'49" WEST, A DISTANCE OF 311.17 FEET TO A POINT;
THENCE, SOUTH 88000'00" WEST, A DISTANCE OF 280.02 FEET TO A POINT;
THENCE, SOUTH 1018'49" EAST, A DISTANCE OF 311.17 FEET TO A POINT;
THENCE, NORTH 88000'00" EAST, ALONG A LINE PARALLEL WITH AND DISTANCE 58.00
FEET NORTHERLY FROM THE NORTH LINE OF THE SOUTH HALF (1/2) OF THE
SOUTHEAST QUARTER (1/4) OF SAID SECTION 19, AS MEASURED AT A RIGHT ANGLE
TO SAID NORTH LINE, A DISTANCE OF 280.02 FEET TO A POINT OF BEGINNING.
THE ABOVE-DESCRIBED PARCEL CONTAINS 2.00 ACRES OR 87,128.25 SQUARE FEET.
ALL COORDINATE VALUES REFERENCED TO THE FLORIDA STATE PLANE COORDINATE
SYSTEM, TRANSVERSE MERCATOR PROJECTION, EAST ZONE, USING THE NORTH
AMERICAN DATUM OF 1983 (2011 ADJUSTMENT).
LLC LL
PROJECT:
THIS IS NOT ASURVEY
BOARD OF COUNTY COMMISSIONERS
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MEDICAL EXAMINER,
SECTION 19
ST. LUCIE COUNTY, FLORIDA
mLR.S.C.
TOWNSH P 35 SOUTH
PUBLIC WORKS DEPARTMENT. ENGINEERING DIVISION
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RANGE 40 EAST
SURVEY SECTION
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ST. LUCIE COUNTY,
2300 VIRGINIA AVE., FORT PIERCE, FLORIDA, 34982
FLORIDA
TELEPHONE 772-462-1721
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0 80 160
Feet
INTENDED DISPLAY
SCALE: 1"=80'
SKETCH OF DESCRIPTION
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OWNER: INDIAN RIVER
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ID.: 2419-413-0001-000-7
2.00 ACRES
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SE j OF SECTION
19, TWP.35 S.,
RGE.40E.
280.02'
N N 88000'00" E
__E INT R/W•LINE PER P_B: 2,..PG.2 .._.._•• -• -"- "-"'
N 01°18'49 W -
1 KIRBY LOOP ROAD 58.00' S 88°00'00" W A-
33' (66' R/W PER P.B.22, PG. __
1711.41' 331
33'
ORTH LINE OF SOUTH HALF (1/2) OF THE
S.E.1 /4 OF SEC.19, TWP. 35 S., RGE. 40 E. _.
R/W LINE PER P.B.22, PG.2
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PROJECT:
MEDICAL EXAMINER
LEASE FROM I.R.S.C.
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2300 VIRGINIA AVE., FORT PIERCE, FLORIDA, 34982^
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TELEPHONE 772-462-1721
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NE CORNER OF
THE SEJ OF THE
SE j OF SECTION
19, TWP.35 S.,
RGE.40E.
280.02'
N N 88000'00" E
__E INT R/W•LINE PER P_B: 2,..PG.2 .._.._•• -• -"- "-"'
N 01°18'49 W -
1 KIRBY LOOP ROAD 58.00' S 88°00'00" W A-
33' (66' R/W PER P.B.22, PG. __
1711.41' 331
33'
ORTH LINE OF SOUTH HALF (1/2) OF THE
S.E.1 /4 OF SEC.19, TWP. 35 S., RGE. 40 E. _.
R/W LINE PER P.B.22, PG.2
1 a
PROJECT:
MEDICAL EXAMINER
LEASE FROM I.R.S.C.
i
W CORNER OF THE SWJ OF
'"`"'"
GHK. AGILE`
THE SE j OF SECTION 19,
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TWP.35 S., RGE.40E.
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RANGE 40 EAST
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EAST LINE OF THE SE j OF SECTION
19, TWP.35 S., RGE.40E. BASIS OF -
BEARINGS
P.O.C. SOUTHEAST CORNER OF
SECTION 19, TWP. 35 S., RGE 40 E.
PER C.C.R. NO. 10488 FOUND
4"x4"C.M. WITHOUT IDENTIFICATION 1
N: 1,119,258.8662' --�
E: 861,819.6210'
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PROJECT:
MEDICAL EXAMINER
LEASE FROM I.R.S.C.
TH1515 NOT A5URVET
SECTION 19
TOWNSHIP 35 SOUTH
BOARD OF COUNTY COMMISSIONERS
ST. LUCIE COUNTY. FLORIDA
PUBLIC WORKS DEPARTMENT, ENGINEERING DIVISION
'"`"'"
GHK. AGILE`
DHAwN AGILE'
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Y. LLCM
RANGE 40 EAST
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SURVEY SECTION
FLORIDACIE
2300 VIRGINIA AVE., FORT PIERCE, FLORIDA, 34982^
TELEPHONE 772-462-1721
SURVEYOR'S NOTES:
1. THIS LEGAL DESCRIPTION AND SKETCH IS NOT VALID WITHOUT THE ORIGINAL SIGNATURE AND SEAL
OF A FLORIDA LICENSED SURVEYOR AND MAPPER, EXCEPT THOSE WITH ELECTRONIC SIGNATURE AND
ELECTRONIC SEAL.
2. THIS DESCRIPTION SKETCH IS NOT VALID UNLESS ACCOMPANIED BY A LEGAL DESCRIPTION.
3. A REFERENCE TO ALL BEARINGS SHOWN ON THIS SKETCH IS GRID NORTH, S.P.C.S. N.A.D. 83 (2011).
4. THE BEARING BASIS SHOWN HEREON REFERS TO THE EAST LINE OF THE SOUTHEAST QUARTER (1/4)
OF SECTION 19, TOWNSHIP 35 SOUTH, RANGE 40 EAST AND BEING GRID NORTH 02° 22,48" WEST,
WHICH IS THE INVERSE FUNCTION OF THE ABOVE DESCRIBED SECTION CORNERS.
a. S.E. CORNER OF SECTION 19, TOWNSHIP 35 SOUTH, RANGE 40 EAST: - FOUND 4"X4" CONCRETE
MONUMENT, NO IDENTIFICATION MARKING SAID S.E. CORNER:
NORTHING: 1,119,258.58'; EASTING: 861,819.828'. C.C.R. 104888.
b. E1/4 CORNER OF SECTION 19, TOWNSHIP 35 SOUTH, RANGE 40 EAST: -FOUND 4"X4" CONCRETE
MONUMENT, NO IDENTIFICATION MARKING SAID E1/4 CORNER:
NORTHING: 1,121,860.05'; EASTING: 861,711.87' C.C.R. 109521.
5. REFERENCE INFORMATION TAKEN FROM STATE ROAD DEPARTMENT, KIRBY LOOP ROAD, SECTION
94534-2601 AS RECORDED IN PLAT BOOK 22, PAGES 2&2A, DATE: 4-20-65; O.R.B. 1314, PG. 579, PUBLIC
RECORDS OF ST. LUCIE COUNTY; I.R.S.C. SURVEY SKETCH BY CHRISTIAN FENEX, PROFESSIONAL
SURVEYOR&MAPPER. LS#5102. DATED 03/20/08; PINE VISTA SUBDIVISION AS RECORDED IN PLAT BOOK
9, PAGE 58; MODEL LAND CO., SUBDIVISION AS RECORDED IN PLAT BOOK 3, PAGE 63; ST. LUCIE
COUNTY RESOLUTION N0.01-198, DATED SEPTEMBER 11, 2001 VACATION AND ABANDONMENT OF HOLM
ROAD. CERTIFIED CORNER RECORDS: 104886, 104887, 109521, 104888, 104889, 104890. ASSESSMENT
MAP OF SECTION 19, TOWNSHIP 35 SOUTH, RANGE 40 EAST OF ST. LUCIE COUNTY, FLORIDA.
6. ST. LUCIE COUNTY PROPERTY APPRAISER G.I.S. LAYERS USED FOR INFORMATION PURPOSES ONLY.
LEGEND
/ ABBREVIATIONS
BOARD OF COUNTY COMMISSIONERS
ST. LUCIE COUNTY, FLORIDA
CENTERLINE
C.C.R.
CERTIFIED CORNER RECORD
C.M.
CONCRETE MONUMENT
G.I.A.
GEOGRAPHIC INFORMATION SYSTEM
I.R.S.C.
INDIAN RIVER STATE COLLEGE
L.S.
LICENSED SURVEYOR
EXST.
EXISTING
FN D .
FOUND
FT.
`\111I
U.S. FEET *
ID.
��`�``<, -i -.
IDENTIFICATION ;� .•�R ,, .;
N.A.D.
NORTH AMERICAN DATUM �� • ``� '•
NO. 7079
P. C.
PLAT BOOK - -
P. G.
PAGE = o
P.ID.
PARCEL IDENTIFICATION F•.• STATE OF •�``
P.O.B.
POINT OF BEGINNINGi0 • ;4OR IOP.•
•SURv
P.O.C.
POINT OF COMMENCEMENT "*,*4�
O.R.B.
OFFICIAL RECORDS BOOK ''''►�IIIIIIII""`�
PG.
PAGE
S.P.C.C.
STATE PLANE COORDINATES SYSTEM
SQ. FT.
SQUARE FEET
TWP._RGE.
TOWNSHIP & RANGE
26 25
SECTION CORNER
V35 QUARTER SECTION CORNER
36
SAME OWNERSHIP
CERTIFICATION
I HEREBY CERTIFY THAT THE DESCRIPTION OF THE
PROPERTY SHOWN HEREON WAS COMPLETED UNDER MY
DIRECTION AND THAT SAID DESCRIPTION IS TRUE AND
CORRECT TO THE BEST OF MY KNOWLEDGE AND BELIEF.
I FURTHER CERTIFY THAT THIS DESCRIPTION AND SKETCH
WAS MADE UNDER MY RESPONSIBLE CHARGE AND MEETS
THE APPLICABLE STANDARDS OF PRACTICE FOR A
DESCRIPTION AND SKETCH AS SET FORTH BY THE FLORIDA
BOARD OF PROFESSIONAL SURVEYORS AND MAPPERS IN
5J-17.(050-.053), FLORIDA ADMINISTRATIVE CODES,
PURSUANT TO SECTION 472.027, FLORIDA STATE STATUTES.
NO SEARCH OF THE PUBLIC RECORDS HAS BEEN MADE BY
THIS OFFICE.
DATE OF SIGNATURE: 15 -JUNE 2023
ALEXEY GILEV _
ALEXEY GILEV
ST. LUCIE COUNTY SURVEYOR
PROFESSIONAL SURVEYOR AND MAPPER
FLORIDA CERTIFICATE NO. LS7079
THIS ITEM HAS BEEN ELECTRONICALLY SIGNED AND SEALED BY ALEXEY GILEV, P.S.M.,L.S.#17079 ON THE DATE/TIME STAMP SHOWN USING A DIGITAL SIGNATURE.
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PROJECT:
MEDICAL EXAMINER
THIS IS NOT A SURVEY
SECTION 19
BOARD OF COUNTY COMMISSIONERS
ST. LUCIE COUNTY, FLORIDA
SKETCH
CHK. A.GI r�i5no2s
LEASE FROM I.R.S.C.
TOWNSHIP 35 SOUTH
PUBLIC WORKS DEPARTMENT, ENGINEERING DIVISION
oruwH AGILE 6ll-11 3
RANGE 40 EAST
SURVEY SECTION
S-iI LLL '
ST. LUCIE COUNTY,
2300 VIRGINIA AVE., FORT PIERCE, FLORIDA, 34982
I
FLORIDA
TELEPHONE 772-462-1721
___
Prepared by and return to:
Katherine D. Barbieri, Esq.
St. Lucie County Attorney's Office
2300 Virginia Ave.
Fort Pierce, FL 34982
EXHIBIT "B"
MEMORANDUM OF LEASE
KNOW ALL MEN BY THESE PRESENTS that the District Board of Trustees of
Indian River State College ("Lessor") and the Medical Examiner for the 19th Judicial Circuit
("Medical Examiner"), and Indian River County, Martin County, Okeechobee County, and St.
Lucie County, political subdivisions of the State of Florida that collectively constitute the 19th
Judicial Circuit (the "Counties") (the Medical Examiner and the Counties are collectively
referred to herein as the "Lessee"), entered into a Ground Lease (the "Lease"), in which Lessor
has leased to Lessee certain property described on Exhibit A attached hereto and made a part
hereof.
Such Lease commenced on , is for an initial term of forty (40) years, with
a renewal term of forty (40) years.
The Lease is not recorded and contains additional provisions not included in this
Memorandum. In the event of conflict between this Memorandum and the unrecorded Lease, the
unrecorded Lease shall control.
IN WITNESS WHEREOF, the parties have caused this instrument to be executed as of
the date last signed below.
[remainder of page intentionally left blank; signature pages to follow]
19
WITNESS:
teff
DISTRICT BOARD OF TRUSTEES OF
INDIAN RIVER STATE COLLEGE
mm
Date:
APPROVED AS TO FORM &
LEGAL SUFFICIENCY:
GENERAL COUNSEL
ATTEST:
Clerk
21
BOARD OF COUNTY COMMISSIONERS
INDIAN RIVER COUNTY, FLORIDA
mm
Chair, Board of County
Commissioners
Date:
APPROVED AS TO FORM AND
CORRECTNESS:
County Attorney
ATTEST:
CLERK
22
BOARD OF COUNTY COMMISSIONERS
MARTIN COUNTY, FLORIDA
Chair, Board of County Commissioners
APPROVED AS TO FORM &
LEGAL SUFFICIENCY:
COUNTY ATTORNEY
ATTEST:
Jerald D. Bryant, Clerk of the Circuit
Court and Comptroller
23
BOARD OF COUNTY COMMISSIONERS
OKEECHOBEE COUNTY, FLORIDA
David E. Hazellief, Chair
Board of County Commissioners
Date:
APPROVED AS TO FORM AND
CORRECTNESS:
Wade C. Vose, County Attorney
ATTEST:
Clerk
24
BOARD OF COUNTY COMMISSIONERS
ST. LUCIE COUNTY, FLORIDA
Chair, Board of County
Commissioners
Date:
APPROVED AS TO FORM AND
CORRECTNESS:
County Attorney
WITNESS:
25
MEDICAL EXAMINER DISTRICT 19,
FLORIDA
Date: