R94-65RESOLUTION NO. R94-~-
A RESOLUTION OF THE CITY COM~ISSION OF
THE CITY OF BOYNTON BEACH, FLORIDA,
AUTHORIZING AND DIRECTING THE MAYOR AND
CITY CLERK TO EXECUTE A SALE AND
LEASEBACK AGREEMENT AND LEASE AGREEMENT
BETWEEN THE CITY OF BOYNTON BEACH AND THE
SCHOOL BOARD OF PALM BEACH COUNTY
(MANGROVE PARK ELEMENTARY SCHOOL); AND
PROVIDING AN EFFECTIVE DATE.
WHEREAS, in 1965, the City Commission of the City of Boynton
Beach discussed with the School Board the possibility of trading
the property on which Mangrove Park Elementary School is located
(formerly known as Boynton Beach Elementary High School) for 20
acres the City was willing to provide as a site for the south
Technical Education Center; and
WHEREAS, the City did, in fact, donate 20 acres off of
Congress Avenue in 1972 and the School Board did construct a
vocational education center on the property that is still in use
today; and
WHEREAS, the School Board is now desirous of exchanging the
property formerly known as Boynton Beach Elementary; and
WHEREAS, the City is desirous of acquiring said property from
the School Board; and
WHEREAS, the School Board is desirous of leasing a portion of
the property back from the City on the terms and conditions more
particularly described on that certain Lease Agreement attached
hereto as Exhibit "B".
NOW. THEREFORE. BE IT RESOLVED BY THE CITY COMMISSION OF THE
CITY OF BOYNTON BEACH. FLORIDA:
Section 1. The City Commission of the City of Boynton
Beach hereby authorizes and directs the Mayor and City Clerk to
execute the Sale and Leaseback Agreement and Lease Agreement
attached hereto as Exhibits "A" and "B", respectively.
Section 2. This Resolution shall take effect immediately
upon passage.
PASSED AND ADOPTED th~s ~ day of April, 1994.
CITY OF BOY.ON BEA~CH. FLORIDA
Mayor
Co~
ATTEST:
Clerk
(Corporate Seal)
Mangrove.Ele
3/29/94
SALE AND LEASEBACK AGREEMENT
MANGROVE PARK ELEMENTARY SCHOOL
This agreement, made and entered into this day of ,1994, by and
between the School 'Board of Palm Beach County, Florida, (hereinafter referred to as
"School Board"), and the City of Boynton Beach, a corporate body politic existing under the
laws of the State of Flodda, (hereinafter referred to as "City").
WHEREAS, in 1965, the City Commission of the City of Boynton Beach discussed
with the School Board the possibility of trading the property on which Mangrove Park
Elementary School is located (formerly known as Boynton Beach Elementary/High School)
for 20 acres the City was willing to provide as a site for the South Technical Education
Center; and
WHEREAS, the School Board had discussions of abandoning Boynton Beach
Elementary Scl'iool since 1965; and
WHEREAS, the City did, in fa~t-donate 20 acres off of Congress Avenue in 1972
and the School Board did in fact construct a vocational education center on the property
that is still in use today; and
WHEREAS, the School Board is now desirous of exchanging the property formerly
known as Boynton Beach Elementary, more particularly eescribed on Exhibit "A" attached
hereto and by this reference incorporated herein, for the property donated by the City and
in use by the School Board as a vocational education center; and
WHEREAS, the City is desirous of acquiring said property from the School Board;
and
WHEREAS, the School Board is desirous of leasing a portion of the property back
from the City on the terms and conditions more particularly described on that certain lease
attached as Exhibit "B" and by this reference incorporated herein.
NOW, THEREFORE, in consideration of the sum of ten dollars ($10.00) and other
good and valuable consideration which is acknowledged by the parties hereto, the parties
agree as follows:
1. The above recitals are true and cc rrect and incorporated herein by reference.
2. The School Board shall subject to the terms and conditions set forth herein
convey to the City of Boynton Beach the property more particularly described in
Exhibit "A" by Special Warranty Deed.
-1-
The School Board shall be responsible for preparing the Special Warranty
Deed, Sellers's Affidavit, Non-Foreign Affidavit and Closing Statement and such
other documents required to effectuate the transfer of title to the City. The City
shall be responsible for paying all costs associated with recording the Special
Warranty Deed, together with any documentary stamp tax on the Deed, and the
recordation of any corrective instruments. The School Board shall be
responsible for preparing any corrective instruments. Title Insurance
Commitments and any subsequent policies shall be paid for by the City. The
City shall have ten (10) days from the date of this Agreement to order a title
commitment. If said commitment should show a titte defect, the City shall notify
the School Board in writing of said defect. The School Board shall have thirty
(30) days from the date of such notice to cure said defect. If the School Board
cannot curethe same within the time period provided above and if the defect is
not waived by the City, this Agreement shall become null and void and the
parties hereto shall be relieved of all liability hereunder.
Utilities such as water, electric, and sewer shall be prorated as of the date of
closing and shall b6 based upon the most recent bill in the possession of the
School Board. Taxes shall also be prorated as of the date of closing and shall
be based upon the most recent tax bill in the possession of the School Board,
if applicable. The City shall be given a credit for the School Board's portion of
the 1993 taxes if applicable.
The City shall have the option of ordering a survey at their own cost and
- expense no later than ten (10) days from the execution of this Agreement by the
pa~es. If the survey discloses any encumbrances on the property the City shall
notify the School Board in writing of the survey objection and allow the School
Board thirty (30) days from the date of notification to cure the same. If the
School Board cannot cure the same and if the City does not waive same, this
Agreement shall become null and void and the parties hereto shall be relieved
of all liability hereunder.
The City recognizes that it is purchasing the property in its "as is" condition and
the School Board has made no representation as to the suitability of the property
and its improvements for the City's intended use. The School Board shall
disclose to City all inspection reports or evaluations made by or on behalf of the
School Board within the past year.
The closing shall be held in the offices of the School Board unless otherwise
specified by the parties hereto. The School Board agrees to convey title to the
property free and clear of all encumbrances except subdivision resthctions,
zoning laws, zoning ordinances, or regulations and easements, and taxes for the
current year and all exception delineated on the title commitment, if any, which
are agreed to as permitted exceptions.
-2-
8. The parties hereto convenant, warrant and represent that they have not dealt
with any brokers, and no brokerage commission is due hereunder.
9. The School Beard shall convey the property on the form of Special Warranty
Deed attached hereto as Exhibit "C" and by this reference incorporated herein.
10. This Agreement shall be construed in accordance with the laws of the State of
Florida.
11. If any litigation should arise from this Agreement venue shall lie in Palm Beach
County. Florida.
12. This Agreement shall not be construed against the party who drafted the same.
13. Should any litigation arise out of this Agreement, the prevailing party shall be
entitled to court costs and reasonable attorneys' fees.
14. This Agreement may be assigned by the parties hereto upon consent of the
non-assigning party. Consent shall not be unreasonably withheld.
15. This Agreement may not be modified except by a writing executed by the parties
hereto.
EXECUTED the day and year first above written.
Signed, sealed and delivered
the presence of:
SCHOOL BOARD OF PALM BEACH
COUNTY, FLORIDA
By:
Chairman
A-I rEST:
Secretary
Approved as to Form:
School Board Attorney
CITY OF BOY,TON BEACH
Authorized Agent
~^p,~ao ~ ~o~ ·
hislschLdoc
-3-
LEASE AGREEMENT
THIS LEASE, dated this day of , 1994, by and
between the CITY OF BOYNTON BEACH, FLORIDA, a corporate body politic, hereinafter
referred to as the "Lessor", and SCHOOL BOARD OF PALM BEACH COUNTY, hereinafter
referred to as "Lessee",
WITNESSETH:
1, Lessor, in consideration of the rents and covenants hereinafter stipulated to be
paid and performed by the Lessee, and other good and valuable considerations, the legal
sufficiency of which is hereby acknowledged, does hereby demise and lease to Lessee,
and Lessee hereby rents from Lessor, the following described facility:
The building, property and park ng associated with the facility formerly
known as Boynton Beach High School containing approximately 40,000
square feet
2. The facility shall be occupied by the Lessee for its own use or as
mutually agreed by the Lessor and Lessee. ._
3. The term of this lease shall be for a period of five (5) years, unless the Lessee
wishes to no longer use the facility prior to the completion date of the full five (5) year term
of this lease.
4. Lessee hereby covenants and agrees to pay to Lessor the sum of Ten Dollars
($10.00) as rent for the facility. Said rental payment shall be due and payable the first day
of each and every year on the anniversary date of said Lease. Lessee hereby agrees to
make said rental payment by hand delivery or regular United States Mail in a timely
manner, on or before said due date.
5. After July 1, 1994, the Lessee shall only have use of the building and of the
property contained on Lots 4, 5, and 6, formerly known as Boynton Beach High School
for the remaining term of the lease (5 years). The Lessee shall be responsible for daily
maintenance and repair of items that_~re needed as part of the day-to-day operations of
the facility. The Lessor shall be responsible for roof damages-during the terms of this
lease. Any other structural repairs shall also be the responsibility of the Lessor, however
the Lessor shall make the determination as to the funding and timing of any such repairs.
6. Each one or more of the following events shall be deemed a default by Lessee
and a breach of this Agreement:
A. Failure to punctually pay any installments of rent when due.
Notwithstanding the foregoing, there sha_ll~_be_~_ter~(_tO. )_ daygrace period
for rental installments d~e h~eu~bT. .....
B. Lessee's failure to observe, perform or comply with any of the terms,
covenants, or conditions contained herein. If a default shall occur then and
-1-
in such event, Lessor at any time thereafter may, at its sole option, give
Lessee Thirty (30) days wri~en notice of default stating that at the expiration
of said thirty (30) days. this Lease and the term hereby demised shall expire
and terminate and Lessee will then quit and peacefully surrender the facility
to Lessors.
7. Lessee shall and does hereby indemnify and agree to hold harmless the City
Lessor of and from any cost, expenses, loss, damage, claim or liability, including
attorney's fees arising out of or incu fred or claimed in connection with Lessee's, its
representatives or agents, activities upon said premises, including, without limitation, any
claims for injury or wrongful death to any person, injury or damage to property, claims of
liens for work, labor or materials and costs of any bond to transfer any claim or lien and
premiums of any insurance policies, subject to F.S. 768.28. The Lessor agrees to
indemnify and hold Lessee harmless from any loss to Lessee arising out of any willful or
negligent act by Lessor, subject to F.S. 768.28.
8. Lessor recognized Lessee is self-insured.
9. Lessee hereby agrees to comply with any and all municipal, county, state,
and/or federal regulations, ordinances and statutes, with respect to its activities conducted
under this Agreement.
10. Utilities and maintenance of the demised premises shall be paid for by the
Lessee.
11, Lessee shall not assign this Lease, nor suffer any use of such premises other
than herein specified, nor sublease the premises in whole or in part without the express
written consent of Lessor, which consent shall not be unreasonably withheld.
12. Should any litigation be commenced between the parties to this Lease
concerning the fadlity, this Lease, or the rights or duties in relation thereto, the prevailing
party in such litigation shall be entitled, in addition to such other relief as may be granted,
to a reasonable attorneys' fee and cost incurred in such litigation.
13. If any terms or provision of this Lease shall to any extent be deemed invalid or
unenforceable, the remainder of this Lease shall not be affected thereby, and each term
and provision of this Lease shall be valid and shall be enforced to the to the fullest extent
provided by law.
14. This lease Agreement sets forth all of the covenants, promises, agreements,
conditions, and understandings between Lessor and Lessee governing the facility. There
are no covenants, promises, agreements, conditions and understandings, either oral or
wdtten, between Lessor and Lessee other than those herein set forth. Except as herein
provided, no subsequent alterations, amendments, changes or additions to the Lease
shall be finding upon Lessor or Lessee unless and until reduced to writing and signed by
both parties.
15. This Lease is subject to Department of Education approval.
16. If any litigation results from this Agreement venue shall lie in Palm Beach
County, Florida,
17. This Agreement shall be construed in accordance with the laws of the State of
Florida.
IN WITNESS WHEREOF, the parties have hereunto executed this Lease on the day
and year first above written.
Signed in the presence
CITY OFBOYNTONBEACH
Mayer ~,~
A'I-rEST: ~-/'~ ~~ ~
~:ity Clerk
SCHOOL BOARD OF PALM BEACH
COUNTY, FLORIDA
Dr. Arthur Anderson,
Chairman
BY:
Dr. C. Monica Uhlhorn
Superintendent
histsct'J.Is
-4-
EXHIBIT "A"
A parcel of land lying in Section 28, Township 45 South, range
43 East, being more particularly described as follows:
Lots 2, 3, 4, and 5, the North 68.50 [eet of Lot 6, and the East
45.00 feet of the South 204.80 feet of Lot 6, Block 14,
according to the Plat of Sawyer's Addition to Boynton Beach,
Plat Book 1, page 69, Public Records of Palm Beach County,
Florida.
Containing 2.91 acres more or less.
• Nare' k 0 VICS._t(tCeir • - ,
•
_..., Address:
` tom• c7•��c 31O
kc4.-06-1 C-h,FL 33 AUG-25-1994 1:42pm 94-7290459,
ORB 8401' Pg 1395
i ERR®®111llr1111IN II Mil
Con 10.00 Doc - .70
DOROTHY H WILKEN
Property Appraisers Parcel Identification(Folio)Number(s): CLERK OF THE COURT - PB COUNTY, FL
SPECIAL WARRANTY DEED EXHIBIT C
THIS SPECIAL WARRANTY DEED, made this /3 day of igP.P/G , 1994,between THE SCHOOL
BOARD OF PALM BEACH COUNTY, FLORIDA, a corporate body politic pursuant to the Constitution of the
State of Florida, having an address at 3320 Forest Hill Boulevard, West Palm Beach, Florida 33406-5813,
hereinafter referred to as "Grantor", and the CITY OF BOYNTON BEACH, whose post office address is 120 East
Boynton Beach Blvd., Post Office Box 310, Boynton Beach, Florida 33425-0310, hereinafter referred to as
"Grantee":
WITNESSETH:
That the Grantor, for and in consideration of the sum of ten dollars ($10.00) and other good and valuable
considerations, receipt whereof is hereby acknowledged,has granted, bargained and sold to Grantee, and Grantee's
heirs, legal representatives, successors and assigns forever, the following described land, situate, lying and being
in Palm Beach County, Florida:
A parcel of land lying in Section 28, Township 45 South, range 43 East, being more
particularly described as follows:
Lots 2, 3 4, and 5, the North 68.50 feet of Lot 6, and the East 45.00 feet of the South
204.80 feet of Lot 6, Block 14, according to the Plat of Sawyer's addition to Boynton
Beach, Plat Book 1, page 69, Public Records of Palm Beach County, Florida.
Containing 2.91 acres more or less.
Subject to taxes and assessments, if any; zoning and other applicable ordinances and resolutions of Palm Beach
County; and conditions, restrictions, reservations and easements of public records.
TOGETHER with all tenements,hereditaments and appurtenances thereto belonging or in anywise appertaining.
TO HAVE AND TO HOLD, the same in fee simple forever.
AND THE GRANTOR covenants with said Grantee that Grantor is lawfully seized of said land in fee simple;
that Grantor has good right and lawful authority to sell and convey said land; that Grantor hereby fully warrants
the title to said land and will defend the same against the lawful claims of all persons claiming by, through or under
Grantor.
"Grantor" and "Grantee" are used for singular or plural, as context requires.
IN WITNESS WHEREOF, Grantor has hereunto set Grantor's hand and seal the day and year first above
written.
Signed, Sealed, and Delivered THE SCHOOL BOARD OF PALM
in our Presence:. BEACH COUNTY, FLORIDA
Q /%�` 2 �%!�✓�'t By: / X
r n,Chairm.•
i
C. om,Superinte dent
(SEAL)
STATE OF FLORIDA
COUNTY OF PALM BEACH
The foregoing instrument was acknowledged before me this /3 y of , 1994 by Arthur W.
Anderson, Chairman and C.Monica Uhlhom,Su I erintendent on behalf of the Sc 1 Board of Palm-Beach County,
Florida, a corporate body politic. They ands erso _ known to me sr have produced
as identification and did take an oath. =
#0014* 4e.."
N Public-Signature of Person Takin:Acknowl-d_Wnt -
ttl
4GP°1A Pri . Name of Acknow edger My Commission Expires July 18, 1994
, pG�° Bonded Thru Troy Fain•Insurance Inc. •
6My Commission Expires:
�GkG�\wp51\r��greemt\Spec ialD.bbe � Y ,,` �'G