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9-11-23 Final Agenda City of Atlantic Beach Final Agenda Regular City Commission Meeting Monday, September 11, 2023 - 6:30 p.m. Commission Chamber City Hall, 800 Seminole Road Atlantic Beach, FL 32233 INVOCATION AND PLEDGE TO THE FLAG CALL TO ORDER Page(s) 1. APPROVAL OF MINUTES * 1.A. Approve minutes of the Special Called meetings held on May 8, 2023 and August 7, 2023. 5-8-23 Special Called Meeting of the City Commission Draft Minutes 8-7-23 Special Called Meeting of the City Commission Draft Minutes 5 - 49 * 1.B. Approve minutes of the Special meeting held on July 29, 2023. 7-29-23 Special Meeting of the City Commission Draft Minutes 51 - 54 2. COURTESY OF FLOOR TO VISITORS PUBLIC COMMENT 2.A. Proclamation - Constitution Week (Mayor Ford) Consititution Week Proclamation 55 3. CITY MANAGER REPORTS 3.A. Accept the 90-Day Calendar (Sept. - Nov. 2023) 90-Day Calendar (Sept. Nov. 2023) 57 - 60 3.B. Florida League of Cities Recognition of Commissioner Kelly FLC-Commissioner Kelly 61 - 62 3.C. Idalia Report 3.D. Streaming BMRC meetings 4. REPORTS AND/OR REQUESTS FROM CITY COMMISSIONERS 5. UNFINISHED BUSINESS FROM PREVIOUS MEETINGS None. 6. CONSENT AGENDA Page 1 of 91 Regular City Commission - 11 Sep 2023 None. 7. COMMITTEE REPORTS None. 8. ACTION ON RESOLUTIONS 8.A. RESOLUTION NO. 23-39 A RESOLUTION OF THE CITY OF ATLANTIC BEACH AUTHORIZING A ONE-YEAR AGREEMENT CONTINUING THE PROFESSIONAL SERVICES OF LANGTON ASSOCIATES, INC.; SUBJECT TO AND CONTINGENT UPON INCLUSION OF FUNDING FOR THIS PURPOSE IN THE FISCAL YEAR 2023-24 CITY COMMISSION-APPROVED BUDGET; AUTHORIZING THE EXPENDITURE OF $45,603.83 ANTICIPATED TO BE ALLOCATED IN THE FISCAL YEAR 2023-24 BUDGET FOR THIS PURPOSE; AUTHORIZING THE CITY MANAGER TO EXECUTE ANY CONTRACTS AND PURCHASE ORDERS AS NECESSARY TO EFFECTUATE THE PROVISIONS OF THIS RESOLUTION; AND PROVIDING AN EFFECTIVE DATE. Resolution No. 23-39 63 - 68 8.B. RESOLUTION NO. 23-35 A RESOLUTION OF THE CITY OF ATLANTIC BEACH, FLORIDA, AUTHORIZING THE SUBMISSION OF AN APPLICATION FOR RESILIENT FLORIDA FUNDING FROM THE FLORIDA DEPARTMENT OF ENVIRONMENTAL PROTECTION FOR THE FISCAL YEAR 2023-24 FUNDING CYCLE; AUTHORIZING THE CITY MANAGER TO EXECUTE ANY CONTRACTS AND PURCHASE ORDERS AS NECESSARY TO EFFECTUATE THE PROVISIONS OF THIS RESOLUTION; AND PROVIDING AN EFFECTIVE DATE. Resolution No. 23-35 69 - 70 8.C. RESOLUTION NO. 23-37 A RESOLUTION OF THE CITY OF ATLANTIC BEACH, FLORIDA, APPROVING THE LEASE AGREEMENT BETWEEN SATELLITE SHELTERS, INC., AND THE CITY OF ATLANTIC BEACH FOR A TEMPORARY OFFICE TRAILER; AUTHORIZING THE CITY MANAGER TO EXECUTE THE CONTRACTS AND PURCHASE ORDERS IN ACCORDANCE WITH AND AS NECESSARY TO EFFECTUATE THE PROVISIONS OF THIS RESOLUTION; AND PROVIDING AN EFFECTIVE DATE. Resolution No. 23-37 71 - 91 9. ACTION ON ORDINANCES None. 10. MISCELLANEOUS BUSINESS None. 11. CITY ATTORNEY/CITY CLERK REPORTS AND/OR REQUESTS Page 2 of 91 Regular City Commission - 11 Sep 2023 12. CLOSING COMMENTS BY CITY COMMISSIONERS AND CITY MANAGER 13. ADJOURNMENT This meeting will be live-streamed and videotaped. The video recording will be posted within four business days on the City's website. To access live or recorded videos, click on the Meeting Videos tab on the city's home page at www.coab.us. If any person decides to appeal any decision made by the City Commission with respect to any matter considered at any meeting, such person may need a record of the proceedings, and, for such purpose, may need to ensure that a verbatim record of the proceedings is made, which record shall include the testimony and evidence upon which the appeal is to be based. Any person wishing to speak to the City Commission on any matter at this meeting should submit a request to the City Clerk prior to the meeting. For your convenience, forms for this purpose are available at the entrance to the Commission Chamber. Every effort is made to indicate what action the City Commission is expected to take on each agenda item. However, the City Commission may act upon any agenda subject, regardless of how the matter is stated on the agenda. In accordance with the Americans with Disabilities Act and Section 286.26, Florida Statutes, persons with disabilities needing special accommodation to participate in this meeting should contact the City Clerk’s Office at (904) 247-5821 or at City Hall, 800 Seminole Road, Atlantic Beach, FL 32233, no later than 5:00 PM on the Thursday prior to the meeting. Page 3 of 91 Page 4 of 91 Special Called Meeting of the City Commission May 8, 2023 MINUTES Special Called Meeting of the City Commission Monday, May 8, 2023 - 5:30 PM Commission Chamber PLEDGE TO THE FLAG ATTENDANCE: Present: Curtis Ford, Mayor Bruce Bole, Commissioner - Seat 2 (District 1308) (Arrived at 6:07 p.m.) Michael Waters, Commissioner - Seat 3 (District 1307) (Arrived at 5:36 p.m.) Candace Kelly, Commissioner - Seat 4 (District 1306) Jessica Ring, Commissioner - Seat 5 (District 1312) Also Present: Joe Gerrity, Interim City Manager (CM) Jason Gabriel, City Attorney (CA) Donna Bartle, City Clerk (CC) Kevin Hogencamp, Deputy City Manager (DCM) Amanda Askew, Planning & Community Development Director (PCDD) 1. CALL TO ORDER AND ROLL CALL Mayor Ford called the meeting to order at 5:30 p.m. and City Clerk Bartle called the roll. 2. PUBLIC HEARING - APPEAL (APP23-0001) OF ADMINISTRATIVE DECISION OF THE PLANNING AND COMMUNITY DEVELOPMENT DIRECTOR THAT MINI- WAREHOUSE/PERSONAL STORAGE FACILITIES ARE NOT A PERMITTED USE WITHIN THE COMMERCIAL, GENERAL (CG) ZONING DISTRICT A. City Attorney Procedural Reminders CA Gabriel provided an overview of the appeal hearing procedures as detailed in the agenda packet. B. Disclosure of Ex Parte Communications, if any Commissioner Ring reported meeting with Mr. Traynor and the storage unit's owner in March but has had no further communication. Commissioner Waters reported having no exparte communications. Mayor Ford reported having spoken to Mr. Whitfield and answered a few questions. C. Swearing In of all persons who will speak Page 1 of 42 Agenda Item #1.A. 11 Sep 2023 Page 5 of 91 Special Called Meeting of the City Commission May 8, 2023 City Clerk Bartle administered the oath. (Commissioner Kelly arrived at 5:36 p.m.) D. City Staff Overview, Documentation and Presentation/Testimony PCDD Askew reviewed a presentation (which is attached hereto and made a part of this Official Record as Attachment A). Commissioner Waters asked about the zoning districts when the units were built. PCDD Askew responded the area was zoned Commercial Intensive (CI) as use-by-exception. She explained the permitted uses have changed over time. He also asked if the owners modernized and kept the same space, would it be permissible. PCDD Askew responded that renovations and physical improvements could be made, but expansion and enlargement could not. CM Gerrity asked for clarification regarding the voting process and if the staff was in error. CA Gabriel responded with clarification regarding voting on an appeal of an interpretation of a Code reading. Commissioner Kelly reported having no exparte communications. 5-8-23 Special Called Meeting Attachment A E. Applicant's Documentation and Presentation/Testimony Attorney J. Michael Traynor reviewed a presentation as detailed in Attachment A. Mr. Traynor provided a brief history of the property and zoning history. He spoke about the future plans for the property's appearance and usage. He expressed that he believes the decision of PCDD Askew's interpretation of the section of the Code is incorrect. Mr. Traylor spoke about his interpretation of the Code section and how the property fits into the Code. Commissioner Waters asked for clarification regarding the new proposed design and the larger proposed building. Mr. Traynor suggested Mr. Randall Whitfield (applicant) answer Commissioner Waters' question. Mr. Whitfield expressed that he feels PCDD Askew's interpretation of the Code is different than the previous PCDD for the CG zoning district. Mr. Whitfield explained his company specializes in storage facilities and is requesting to upgrade the existing facility to be more visibly appealing and convenient for the residents. He addressed the highlighted area on a handout (which is attached hereto and made a part of this Official Record as Attachment B) and spoke about the storage facility's strict regulations and permitted uses. Page 2 of 42 Agenda Item #1.A. 11 Sep 2023 Page 6 of 91 Special Called Meeting of the City Commission May 8, 2023 Commissioner Kelly asked about the future plans of the current occupants if the facility upgrade was approved. Mr. Whitfield explained he would provide that information shortly in his presentation. Mr. Whitfield continued to summarize information from Attachment B, showing that the request meets all the needs and requirements outlined in the Code, even though it is not specifically mentioned as a permitted use. He explained the process for assisting the staff at the facility during the remodeling by transferring them to other facilities if needed. Commissioner Ring asked about the difference in size between the current building and the proposed new building. Mr. Whitfield summarized the differences in sizes and discussed the proposed architectural murals for the new building. Commissioner Bole joined the meeting at 6:07 p.m. Commissioner Waters expressed that he understands the building has been there for many years and that the code has changed during that time. He expressed his concern about the visual impact of a larger building. Mr. Whitfield responded that the new building had been designed to be visually appealing to the community and would be more modern than it is now. Commissioner Bole reported having no exparte communications. 5-8-23 Special Called Meeting Attachment B F. Public Comments Brinkley Harrell spoke in favor of the proposed changes to the storage facility. Cindy Anderson spoke in favor of supporting staff decisions and expressed the City Commission should support the staff's decisions. She expressed support for personal storage but did not support the request to rebuild a larger facility. G. Closing Comments/Rebuttal There were no closing comments given. H. Commission Deliberation and Action Commissioner Bole supports the proposed improvements to the facility and the services it offers the community. Commissioner Kelly expressed that the decision of the Commission is not to show a lack of support to staff but rather to decide what is best for the community. Page 3 of 42 Agenda Item #1.A. 11 Sep 2023 Page 7 of 91 Special Called Meeting of the City Commission May 8, 2023 Commissioner Ring referenced a letter from PCDD Askew sent to Mr. Traynor on January 19th as detailed in the agenda packet. She reviewed the intents listed in the Code and stated if the Code were meant to exclude mini-warehouses, it would have listed it. She stated she would support the owner's proposal. Commissioner Waters expressed his understanding of outdated Codes and the need to think outside the box. He also explained how one decision can result in multiple similar requests. He spoke about the proposed upgrades and benefits of the proposed plan. He stated he would support the proposed plan. Mayor Ford said this proposed plan is a good example of why the current Code needs to be updated. However, because of a previously submitted and approved application by the same applicant that did not meet the Code, he would support the approval of the current proposal. He expressed that his decision has no weight on the job being performed by PCDD Askew and praised her job performance. He asked PCDD Askew to continue her current work on the Code revision. MOTION: Approve the Appeal (APP23-0001). Motion: Jessica Ring Second: Bruce Bole Curtis Ford For Bruce Bole (Seconded By) For Michael Waters For Candace Kelly For Jessica Ring (Moved By) For Motion passed 5 to 0. 3. ADJOURNMENT The meeting adjourned at 6:24 p.m. Attest: Donna L. Bartle, City Clerk Curtis Ford, Mayor Date Approved: _______________________ Page 4 of 42 Agenda Item #1.A. 11 Sep 2023 Page 8 of 91 (Appeal of administrative decision of the Planning and Community Development Director that mini‐warehouse/personal storage facilities are NOT a permitted use within the Commercial, General (CG) zoning district)AAP23‐0001Attachment A to 5-8-23 SCM MinutesPage 5 of 42 Agenda Item #1.A.11 Sep 2023 Page 9 of 91 Appeals in Chapter 24Section 24‐48 –Planning and Community Development Director…. “…administer and implement this chapter and accomplish actions required by this chapter…”Section 24‐46 –appeals of the admin. decision of the Planning and Community Development Director may be made by any adversely affect person and is to be heard by Commission.Attachment A to 5-8-23 SCM MinutesPage 6 of 42 Agenda Item #1.A.11 Sep 2023 Page 10 of 91 Appeal is different than a waiver or variance request in that an appeal alleges that an error has been made in an order, requirement, or administrative decisionmade by the planning and community development director.Commission will evaluate the information and approve or deny the appeal based on the factsAttachment A to 5-8-23 SCM MinutesPage 7 of 42 Agenda Item #1.A.11 Sep 2023 Page 11 of 91 Applicant wants to demolish and rebuild the existing mini‐warehouses/personal storage facilitates in the Commercial General Zoning district. Attachment A to 5-8-23 SCM MinutesPage 8 of 42 Agenda Item #1.A.11 Sep 2023 Page 12 of 91 Applicant wants to demolish and rebuild the existing mini‐warehouses/personal storage facilitates in the Commercial General Zoning district. Attachment A to 5-8-23 SCM MinutesPage 9 of 42 Agenda Item #1.A.11 Sep 2023 Page 13 of 91 Non‐Conforming UsesSec. 24‐84. ‐ Lots of record and nonconforming lots of record.(a) Intent.Within the established zoning districts, there exist structures, and uses of land that were lawful prior to the adoption or amendment of these land development regulations. Such uses and structures would be prohibited, restricted or regulated through the provisions of this chapter or the adopted comprehensive plan. It is the intent of this section to recognize the legal rights entitled to property owners of existing nonconforming uses and structures, and to permit such nonconformities to continue in accordance with such rights, but not to otherwise encourage their continued survival. Furthermore, the presence of any nonconforming characteristic shall not be considered as justification for the granting of variances, and any nonconforming structure or use, which is made conforming, shall not be permitted to revert to any nonconforming structure or use.Attachment A to 5-8-23 SCM MinutesPage 10 of 42 Agenda Item #1.A.11 Sep 2023 Page 14 of 91 Sec. 24‐84. ‐ Lots of record and nonconforming lots of record.(b) Nonconforming structures.(1)No nonconforming structure shall be expanded or enlarged unless such expansion or enlargement complies with the terms of this section and other applicable provisions of this chapter, including without limitation, building setbacks.(3)A nonconforming structure may be maintained, and repairs and alterations may be made subject to the provisions of this section.(4) No additions, expansions, or accessory structures may be constructed which would expand a nonconforming use of land.(6)The voluntary demolition by the owner of any nonconforming structure or portion thereof shall constitute evidence of willful abandonment of such nonconformity (ies) and shall not be reconstructed and all construction thereafter shall comply with the terms of this chapter.Attachment A to 5-8-23 SCM MinutesPage 11 of 42 Agenda Item #1.A.11 Sep 2023 Page 15 of 91 1982:Included in Commercial Intensive (CI) as use by exception1985:The CI district removed/eliminatedMini warehouses not allowed in Commercial General (CG)Mini warehouses added to Light Industrial (LIW) as permitted use1986:Mini warehouses added as use by exception in CGStill permitted use in LIW2001 code rewrite:Still ubex in CGStill permitted use in LIW2003 code rewrite:Removed as ubex in CGStill permitted use in LIWCode TimelineAttachment A to 5-8-23 SCM MinutesPage 12 of 42 Agenda Item #1.A.11 Sep 2023 Page 16 of 91 Staff’s determination of UseStaff determines that the existing use and proposed use meets the definition of mini‐warehouse or personal storage facilities in 24‐17.“Mini‐warehousesorpersonal storage facilitiesshall include all those businesses, which are utilized for the sole purpose of storage of tangible personal propertyother than motor vehicles. No business activity shall be conducted within mini‐warehouses or personal storage facilities.”Attachment A to 5-8-23 SCM MinutesPage 13 of 42 Agenda Item #1.A.11 Sep 2023 Page 17 of 91 Staff’s determination of Zoning DistrictStaff determines that the properties are located within the Commercial General (CG) zoning districtsAttachment A to 5-8-23 SCM MinutesPage 14 of 42 Agenda Item #1.A.11 Sep 2023 Page 18 of 91 Staff determines that the properties are NOTa permitted use within CG.24‐112(a)Intent.Within the City of Atlantic Beach, the CG zoning district is intended for uses, which provide general retail sales and services for the City of Atlantic Beach and the closely surrounding neighborhoodsSection 24‐112 – Commercial General District“Commercial general district,” mini‐warehouses or personal storage facilities is not listed as a permitted use or a use‐by‐exception within this zoning district. Further, subparagraph (b) of this section specifically does not allow storage facilities stating:Attachment A to 5-8-23 SCM MinutesPage 15 of 42 Agenda Item #1.A.11 Sep 2023 Page 19 of 91 “It is not possible to list all potential permitted or prohibited general commercial uses within this section, but typical uses permitted within the CG zoning district shall include neighborhood serving uses, which shall mean low intensity commercial uses intended to serve the daily needs of residents of the surrounding neighborhoods. Such uses shall not includemanufacturing, warehousing, storageor high intensity commercial activities, or commercial uses of a regional nature, or such uses that have the potential for negative impacts to surrounding neighborhoods and properties due to excessive traffic, noise, light or extremely late hours of operation or other factors that may adversely affect existing commercial uses or any nearby residential uses.”Attachment A to 5-8-23 SCM MinutesPage 16 of 42 Agenda Item #1.A.11 Sep 2023 Page 20 of 91 (1) Retail sales of food and nonprescription drugs, clothing, toys, books and stationery, luggage, jewelry, art, florists, photographic supplies, sporting goods, hobby shops and pet shops (not animal kennel or veterinarian), bakery (but not wholesale bakery), homefurnishings and appliances, office equipment and furniture, hardware, lumber and building materials, auto, boat and marine related parts, and similar retail uses.(2) Service establishments such as barber or beauty shop, shoe repair, restaurants with indoor or outdoor seating areas but without drive-through facilities, health clubs and gyms, laundry or dry cleaner, funeral home, printing, radio and television and electronics repair, lawn care service, pest control companies, surf board repair in association with surf shops, but not the production of surfboards, and similar service uses.(3) Banks with or without drive-through facilities, loan companies, mortgage brokers, stockbrokers, and similar financial service institutions.(4) Child care facilities in accordance withsection 24-152.(5) Business and professional offices.(6) Retail plant nursery, landscape and garden supplies. Live plants and nursery stock may be located outside of the adjacent building licensed for such business, provided no obstruction to walkways, parking and internal driving aisles is created.(7) Retail sale of beer and wine only for off-premises consumption.(8) On-premises consumption of beer and wine only in conjunction with a full-service restaurant, which is a food service use where unpackaged ready-to-consume food is prepared onsite and served to the customer while seated at tables or counters located in a seating area within or immediately adjacent to the building.(9) Minor automotive service(10) Theaters, but not a multi-screen [exceeding two (2) screens] or regional cineplex.(11) Hotel, motel, motor lodge, resort rental and short-term rentals as defined withinsection 24-17. (12) Institutional and government uses, buildings and facilities.(13) Churches in accordance withsection 24-153.(14) Residential use, consistent with the comprehensive plan, which permits residential uses not exceeding the applicable density set forth in the comprehensive plan when in conjunction with, or adjacent to commercial development and redevelopment, provided that such residential development shall not be permitted within the coastal high hazard area. Policy A.1.11.1(b).(15) The CG District shall permit those uses listed as permitted uses and uses-by-exception in the commercial limited (CL) and commercial, professional and office (CPO) zoning districts except off-street parking lots.(16) Mixed use projects combining the above uses and those approved as a use-by-exception pursuant to subsection (c) below.(17) Pharmacies and medical marijuana treatment center dispensing facilities subject to the requirements ofsection 24-169.(18) Gas stations, subject to the requirements ofsection 24-165.(19) Convenience stores subject to the requirements ofchapter 13, article 4 as applicable.(20) Electric charging stations.(21) Car washes.Permitted uses in CGAttachment A to 5-8-23 SCM MinutesPage 17 of 42 Agenda Item #1.A.11 Sep 2023 Page 21 of 91 “….Where a proposed use is not specifically listed in this section, the permissibility of the use will be determined based upon its similarity to listed uses and the compatibility and potential for adverse impacts to existing nearby uses. ….”Attachment A to 5-8-23 SCM MinutesPage 18 of 42 Agenda Item #1.A.11 Sep 2023 Page 22 of 91 Mini‐warehouses and personal self‐storage is specifically listed as a permitted use within the Light Industrial and Warehousing (LIW) zoning district which is intended for “storage and warehousing”, per Section 24‐113. Attachment A to 5-8-23 SCM MinutesPage 19 of 42 Agenda Item #1.A.11 Sep 2023 Page 23 of 91 Property meets the definition of a mini‐warehouse /personal storage facilitiesProperty is Zoned CGThis use is NOT permitted in this district It is not “…possible to list all potential permitted or prohibited general …..Such uses shall not includemanufacturing, warehousing, storageor high intensity commercial ….”LIW specifically list this as a permitted use Staff’s admin. decisionAttachment A to 5-8-23 SCM MinutesPage 20 of 42 Agenda Item #1.A.11 Sep 2023 Page 24 of 91 Commission will evaluate the info. and approve or deny the appeal Approval of the appeal = the planning and community development director admin. decision is NOT correct= mini‐warehouse /personal storage is ALLOWED in CG. Denial of the appeal = plng. & comm. dir. admin. decision IScorrect= mini‐warehouse /personal storage isNOTallowed in CG.Commission ActionAttachment A to 5-8-23 SCM MinutesPage 21 of 42 Agenda Item #1.A.11 Sep 2023 Page 25 of 91 Applicant’s PresentationAttachment A to 5-8-23 SCM MinutesPage 22 of 42 Agenda Item #1.A.11 Sep 2023 Page 26 of 91 Attachment A to 5-8-23 SCM MinutesPage 23 of 42 Agenda Item #1.A.11 Sep 2023 Page 27 of 91 Attachment A to 5-8-23 SCM MinutesPage 24 of 42 Agenda Item #1.A.11 Sep 2023 Page 28 of 91 Attachment A to 5-8-23 SCM MinutesPage 25 of 42 Agenda Item #1.A.11 Sep 2023 Page 29 of 91 Attachment A to 5-8-23 SCM MinutesPage 26 of 42 Agenda Item #1.A.11 Sep 2023 Page 30 of 91 Attachment A to 5-8-23 SCM MinutesPage 27 of 42 Agenda Item #1.A.11 Sep 2023 Page 31 of 91 Attachment A to 5-8-23 SCM MinutesPage 28 of 42 Agenda Item #1.A.11 Sep 2023 Page 32 of 91 Attachment A to 5-8-23 SCM MinutesPage 29 of 42 Agenda Item #1.A.11 Sep 2023 Page 33 of 91 Attachment A to 5-8-23 SCM MinutesPage 30 of 42 Agenda Item #1.A.11 Sep 2023 Page 34 of 91 Attachment A to 5-8-23 SCM MinutesPage 31 of 42 Agenda Item #1.A.11 Sep 2023 Page 35 of 91 Attachment A to 5-8-23 SCM MinutesPage 32 of 42 Agenda Item #1.A.11 Sep 2023 Page 36 of 91 Attachment A to 5-8-23 SCM MinutesPage 33 of 42 Agenda Item #1.A.11 Sep 2023 Page 37 of 91 Attachment A to 5-8-23 SCM MinutesPage 34 of 42 Agenda Item #1.A.11 Sep 2023 Page 38 of 91 Attachment A to 5-8-23 SCM MinutesPage 35 of 42 Agenda Item #1.A.11 Sep 2023 Page 39 of 91 Attachment A to 5-8-23 SCM MinutesPage 36 of 42 Agenda Item #1.A.11 Sep 2023 Page 40 of 91 Attachment A to 5-8-23 SCM MinutesPage 37 of 42 Agenda Item #1.A.11 Sep 2023 Page 41 of 91 Attachment A to 5-8-23 SCM MinutesPage 38 of 42 Agenda Item #1.A.11 Sep 2023 Page 42 of 91 Commission will evaluate the info. and approve or deny the appeal Approval of the appeal = the planning and community development director admin. decision is NOT correct= mini‐warehouse /personal storage is ALLOWED in CG. Denial of the appeal = plng. & comm. dir. admin. decision IScorrect= mini‐warehouse /personal storage isNOTallowed in CG.Commission ActionAttachment A to 5-8-23 SCM MinutesPage 39 of 42 Agenda Item #1.A.11 Sep 2023 Page 43 of 91 Page 40 of 42 Agenda Item #1.A. 11 Sep 2023 Page 44 of 91 Attachment B to 5-8-23 SCM Minutes Page 41 of 42 Agenda Item #1.A. 11 Sep 2023 Page 45 of 91 Attachment B to 5-8-23 SCM Minutes Page 42 of 42 Agenda Item #1.A. 11 Sep 2023 Page 46 of 91 Special Called Meeting of the City Commission August 7, 2023 MINUTES Special Called Meeting of the City Commission Monday, August 7, 2023 - 5:20 PM Commission Chamber INVOCATION AND PLEDGE OF ALLEGIANCE ATTENDANCE: Present: Curtis Ford, Mayor Bruce Bole, Commissioner - Seat 2 (District 1308) Michael Waters, Commissioner - Seat 3 (District 1307) Candace Kelly, Commissioner - Seat 4 (District 1306) Jessica Ring, Commissioner - Seat 5 (District 1312) Also Present: Joe Gerrity, Interim City Manager (CM) Jason Gabriel, City Attorney (CA) Donna Bartle, City Clerk (CC) Ladayija Nichols, Deputy City Clerk (DCC) Kevin Hogencamp, Deputy City Manager (DCM) 1. CALL TO ORDER AND ROLL CALL Mayor Ford called the meeting to order at 5:20 PM. CC Bartle called the roll. 2. PUBLIC COMMENT Mayor Ford opened the Courtesy of the Floor to Visitors. CC Bartle called each speaker to the podium. Brinkley Harrell spoke about his excitement and gratefulness to the Commission on getting through this process. Cindy Anderson expressed opinions on the City Manager search process and Resolution No. 23-30. Amy Rose spoke about Resolution No. 23-30. 3. ACTION ON RESOLUTIONS A. Resolution No. 23-30 A RESOLUTION OF THE CITY OF ATLANTIC BEACH, FLORIDA, APPOINTING MIKE NEW THE CITY MANAGER AND AUTHORIZING THE EXECUTION OF AN EMPLOYMENT AGREEMENT DESIGNATING HIM AS SUCH EFFECTIVE SEPTEMBER ___, 2023; AUTHORIZING THE MAYOR TO EXECUTE THE DOCUMENTS NECESSARY, INCLUDING BUT NOT LIMITED TO AN EMPLOYMENT AGREEMENT, TO EFFECTUATE THE EMPLOYMENT OF MIKE NEW TO SERVE AS CITY MANAGER; AND PROVIDING AN EFFECTIVE DATE. Page 1 of 3 Agenda Item #1.A. 11 Sep 2023 Page 47 of 91 Special Called Meeting of the City Commission August 7, 2023 Mayor Ford read the title of the resolution. Mayor Ford explained that there is a tentative start date of September 25, 2023. He also went over a few points in the contract as detailed in the agenda. He explained his thoughts on the housing allowance and how he came to the terms in the negotiations. Commissioner Bole inquired about Section 11 of the contract. CA Gabriel mentioned that there is no pre-requirement for the Commission to give notice of termination. Commissioner Kelly asked about Sections 11C and 5B of the contract. CA Gabriel clarified that the City would pay any accrued leave whether termination is for or not for cause. Mayor Ford shared that Mr. New requested a clause be included in the contract that will allow a five-day notification of intent to terminate. Commissioner Bole suggested not adding this clause. Commissioner Ring expressed concerns about potential violations of sunshine laws with this clause. Mayor Ford explained that a consensus could be made at a regular meeting to inform everyone of the potential termination and then a noticed meeting following the consensus would take place to allow for official action. CA Gabriel explained that the process would be to have the notice come from the CA or the Commission, which will allow for a five-day cooling, off period. Commissioner Bole expressed that the Commission should not tie the hands of a future Commission by writing such a clause into a contract. CM Gerrity provided his opinions and agreed with Commissioner Bole's sentiments. Mayor Ford also shared Mr. New's interest to his engineering license active as a part of his contract. CM Gerrity opined that this would be considered a part of professional development but deferred to the CA. CA Gabriel advised that the contract broadly captures continuing the professional development of the CM. Commissioner Kelly commented that she was responsible for her own certification fees even though it was part of her job to have one, Commissioners Ring and Waters commented the same. Commissioner Waters expressed that the City is hiring a CM and not a City Engineer, Commissioner Kelly agreed. Commissioner Kelly expressed concerns about transparency and the negotiation process. Commissioner Ring articulated her hopes of receiving the contract sooner and expressed that she would like to hear more public comments. Mayor Ford addressed concerns and answered questions about the negotiations of the contract. Commissioner Waters spoke about the comments he heard about the salary and the housing allowance. He expressed that he was not prepared to vote on the salary. Mayor Page 2 of 3 Agenda Item #1.A. 11 Sep 2023 Page 48 of 91 Special Called Meeting of the City Commission August 7, 2023 Ford expressed that the Commission sent himself and the CA out to negotiate on good faith with the CM candidate. Commissioner Kelly expressed that it was not authorized to make the housing allowance a part of the salary. Commissioner Waters referred to the Commission's discussion about leaving the decision of a housing allowance to the Charter Revision Committee (CRC) and recommended that the allowance be left off. Commissioner Bole discussed Section 5 of the contract. CA Gabriel confirmed that all city employees can accrue up to 680 hours of leave. Commissioner Ring inquired about what happens to the housing allowance if CRC makes the recommended changes. CA Gabriel explained that the contract is currently written to reflect that if the recommended changes are approved by Commission and by ballot, the housing allowance would get taken back if the CM moves out of AB. Mayor Ford explained that he wanted to make sure that the compensation part of the contract is clear. Commissioner Waters recommended leaving the salary at $205,000 and leave the decision up to Mr. New. Commissioner Bole recommended tabling the conversation so that there is more time to review the contract. Mayor Ford expressed concern about leave payout and recommended that City policy be changed across the board. Commissioner Kelly recommended the contract read "standard leave" in the case that the policy is changed in the future. There was a CONSENSUS to table this discussion until Monday, August 14, 2023. CM Gerrity requested that there is clarity of the five-day termination notice. CA Gabriel clarified that there is no notice in the current drafted contract. Commissioner Kelly requested that any further negotiations include CM Gerrity. Commissioner Waters seconded this request. There was a CONSENSUS to include CM Gerrity in further negotiations. 4. ADJOURNMENT The meeting adjourned at 6:22 p.m. Attest: Donna L. Bartle, City Clerk Curtis Ford, Mayor Date Approved:________________ Page 3 of 3 Agenda Item #1.A. 11 Sep 2023 Page 49 of 91 Page 50 of 91 Special Meeting of the City Commission July 29, 2023 MINUTES Special Meeting of the City Commission Saturday, July 29, 2023 - 10:00 AM Commission Chamber INVOCATION AND PLEDGE TO THE FLAG ATTENDANCE: Present: Curtis Ford, Mayor Bruce Bole, Commissioner - Seat 2 (District 1308) Michael Waters, Commissioner - Seat 3 (District 1307) Candace Kelly, Commissioner - Seat 4 (District 1306) Jessica Ring, Commissioner - Seat 5 (District 1312) Also Present: Jason Gabriel, City Attorney (CA) Joe Gerrity, Interim City Manager (CM) Yvonne Calverley, Executive Assistant Kevin Hogencamp, Deputy City Manager (DCM) 1. CALL TO ORDER Mayor Ford called the meeting to order at 10:00 a.m. 2. MAYOR'S OPENING REMARKS Mayor Ford explained that the candidates would enter the Chamber, one at a time, after public comment was complete. 3. PUBLIC COMMENTS Mayor Ford explained the process for public comment. DCM Hogencamp called each speaker to the podium. Nancy Staats discussed questions that she would like the Commission to ask the candidates. 4. CITY MANAGER CANDIDATE INTERVIEWS The Commission asked each candidate interview questions (which are attached hereto and made part of this Official Record as Attachment A). 7-29-23 Attachment A A. Bill Killingsworth Mr. Killingsworth provided an opening statement, answered the questions from Attachment A, and provided a closing statement. Page 1 of 4 Agenda Item #1.B. 11 Sep 2023 Page 51 of 91 Special Meeting of the City Commission July 29, 2023 B. Mike New Mr. New provided an opening statement, answered the questions from Attachment A, and provided a closing statement. C. David Strohl Candidate withdrew. 5. ADJOURNMENT The meeting adjourned at 11:43 a.m. Attest: Donna L. Bartle, City Clerk Curtis Ford, Mayor Date Approved: _____________________ Page 2 of 4 Agenda Item #1.B. 11 Sep 2023 Page 52 of 91 Attachment A to 7-29-23 Minutes Page 3 of 4 Agenda Item #1.B. 11 Sep 2023 Page 53 of 91 Attachment A to 7-29-23 Minutes Page 4 of 4 Agenda Item #1.B. 11 Sep 2023 Page 54 of 91 nW ?rntlamatiunof the Qtitp of Qtlanttt ?eatb in Recognition of onstitutio eek WHEREAS,September 17,2023,marks the 236"‘anniversary of the drafting of the Constitution of the United States of America by the Constitutional Convention;and WHEREAS,it is ?tting and proper to accord of?cial recognition to this magni?cent document and its memorable anniversary,and to the patriotic celebrations which will commemorate the occasion;and WHEREAS,Public Law 915 guarantees the issuing of a proclamation each year by the President of the United States of America designating September 17 through 23 as Constitution Week. NOW,THEREFORE,1,Curtis Ford,Mayor of the City of Atlantic Beach,Florida, do hereby proclaim the week of September 17-23,2023 as Constitution Week and ask our citizens to reaf?rm the ideals the Framers of the Constitution had in 1787 by vigilantly protecting the freedoms guaranteed to us through this guardian of our liberties, remembering that lost rights may never be regained. IN WITNESS WHEREOF,I have set my hand and caused the Official Seal of the City of Atlantic Beach to be af?xed this 11”‘day of September,2023. Curtis Ford,Mayor Agenda Item #2.A. 11 Sep 2023 Page 55 of 91 Page 56 of 91 CITY OF ATLANTIC BEACH CITY COMMISSION MEETING STAFF REPORT AGENDA ITEM:90-Day Calendar for the Mayor and Commission SUBMITTED BY:Yvonne Calverley,Executive Assistant tothe City Manager TODAY’S DATE:August 21,2023 MEETING DATE:September 11,2023 BACKGROUND:The 90-day calendar is included on the agenda for the purpose of setting meeting dates and determining the location,time and whether to videotape special meetings and workshops.The rolling 90-day calendar will be revised after receiving input from City staff and the Commission,and will be included in each agenda for consideration. NOTES: 1)To accommodate Duval County tax of?cials’requirements,the City Commission’s ?rst reading of the ordinance approving the 2023-24 budget and millage rate will be held at a special-called meeting at 6:30 p.m.Wednesday,Sept.13. 2)A Town Hall Meeting is scheduled at 10 am on Saturday,Oct.14,in the Jordan Park Community Center. BUDGET:None RECOMMENDATION:Approve the 90-Day Calendar for September November 2023 ATTACHMENT:1)Mayor and Commission 90-Day Calendar (September November 2023) CITY MANAGER: Agenda Item #3.A. 11 Sep 2023 Page 57 of 91 10 3.:.£5.:_..nc E;_...n;2 cm:r,4.: E2 E:..m>.:::H.~ 32.5 .5.._._.x,::5 _E ::..:_1..17.1 :1;mém.H,u.Es Vcom9Q3 .J«.VL‘is wZ;...Ew.E .aE..mL mH ....m......0n.. Hmumm?nzomv m :can H0 wmrroVA1, s—¢ mmombnamaum zoamuzzooQZ<MOV/22 _¢-Qm:,i.m,w/Adm;£932:2..C..Qm:znE..y/.§.Dmm~D.H.$.Qzo2 k?.uQ 75m @320 $990 55 E23 GuamBaum\</ rL.r\ omom NN _v—._:.,...—._2:...,,.A—. _:.._._ M.—.~:~_E:Ewu_53 inmwsuuo2 uo???oonsm moqo?momum. Esgsmsmomm mm Emm. macaw? 338800moem _N __ac ma?a:omm anm?m wo?uh?oonsm newomm 3 mao modemSxmommUmm maNw?cmum Bmb?w?zEoomm Emw ou:.::E:U BegumSEED NN EmD1,.w???z oo???oonsm £03350umm 0N Eaomuo 92 :2mm_EEoU 2 oN Emo92Emom ..:o:EoE>oQ >.:::E8cU 3 caw 958:33:4. 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Avian=vmm5.wG Suing mb?umm m ixOF 6320 mou_.EO E6 Agenda Item #3.A.11 Sep 2023 Page 60 of 91 ‘-'é1'FLC LOCAL 9VOICES FLORIDA LEAGUE OF CITIES August 9,2023 Commissioner Candace Kelly 800 Seminole Rd Atlantic Beach FL,32233-5444 Dear Commissioner Candace Kelly: Congratulations on achieving a SILVER FLC University Certificate for Elected Municipal Officials this year!We know the hard work and dedication required to achieve this certificate,and the League greatly appreciates your participation in the inaugural year of the program.We have had a strong response since the program launched and look forward to even more officials participating in the coming years. Your points were tabulated from August 2022 to August 2023.The flyer enclosed with your packet has information about each tier,how to accumulate points,and when FLC University will give you a mid-year status update.We hope you are already planning next year's activities to move up or maintain your status! If you have any questions regarding the Certificate Program for Elected Municipal Officials,please contact FLCUniversity's Christen Barton at 407.367.3443 or Again,congratulations and thank you for supporting FLC University’s educational programs! 301 S.Bronough St..Suite 300 Phone:850.222.9684 Tallahassee,FL 32301-1722 Fax:850.222.3806 fIcities.com P.O.Box 1757 Tallahassee,FL 32302-1757 Jolien Caraballo President Florida League of Cities,Inc. Vice Mayor,City of Port St.Lucie T .|NGv .’AL MAK LOC CH cbarton flcities.com Sincerely, Agenda Item #3.B. 11 Sep 2023 Page 61 of 91 Candace Kelly fAt Cert CateramEecte 6 3 C U N I V E R S Agenda Item #3.B.11 Sep 2023Page 62 of 91 CITY OF ATLANTIC BEACH CITY COMMISSION MEETING STAFF REPORT AGENDA ITEM:Resolution No.23-39:Continuation of grant-writing and related services agreement with Langton Associates,Inc. SUBMITTED BY:Kevin Hogencamp,Deputy City Manager REVIEWED BY CITY MANAGER: TODAY’S DATE:Aug.30 2023 MEETING DATE:Sept.11,2023 BACKGROUND:The City of Atlantic Beach desires to continue the services of Langton Associates,Inc.for the City’s grant-writing and related needs.Langton has agreed to a renewal of its contract with the same terms and conditions of the current contract,plus a 3%cost-of- living adjustment.The services that Langton provides to the City are as follows: Update Needs Assessment and Strategic Grants Plan Determination of Relevant Funding Sources Preparation and Submission of Grant Applications Technical Assistance on Grant Administration Intergovernmental Relations with Federal and State Governments Provide a Bi-Weekly E-Mail Grant Alert RECOMMENDATION:The City Commission approve Resolution No.22-66 authorizing the City Manager to enter into a new one-year agreement with Langton Associates,Inc.,a copy of which is attached,(with the same terms and conditions as contained in the current agreement, in addition to a 3%cost-of-living adjustment. ATTACHMENTS:Resolution No.23-39 Langton Associates,Inc.2023-24 consulting agreement (draft) Langton Associates,Inc.2023 annual report (dated Aug.24,2023) BUDGET:$45,603.83,which is allocated in the proposed 2023-24 budget. Agenda Item #8.A. 11 Sep 2023 Page 63 of 91 RESOLUTION NO.23-39 A RESOLUTION OF THE CITY OF ATLANTIC BEACH AUTHORIZING A ONE-YEAR AGREEMENT CONTINUING THE PROFESSIONAL SERVICES OF LANGTON ASSOCIATES,INC.;SUBJECT TO AND CONTINGENT UPON INCLUSION OF FUNDING FOR THIS PURPOSE IN THE FISCAL YEAR 2023-24 CITY COMMISSION-APPROVED BUDGET;AUTHORIZING THE EXPENDITURE OF $45,603.83 ANTICIPATED TO BE ALLOCATED IN THE FISCAL YEAR 2023-24 BUDGET FOR THIS PURPOSE;AUTHORIZING THE CITY MANAGER TO EXECUTE ANY CONTRACTS AND PURCHASE ORDERS AS NECESSARY TO EFFECTUATE THE PROVISIONS OF THIS RESOLUTION;AND PROVIDING AN EFFECTIVE DATE. WHEREAS,the City of Atlantic Beach desires to continue the professional services of Langton Associates,Inc.,for the purpose of obtaining various governmental grants and assistance offered by governmental agencies and bodies;and WHEREAS,the proposed ?scal year 2023-24 budget includes $45,603.83 for this purpose. NOW THEREFORE,be it resolved by the City Commission of the City of Atlantic Beach as follows: SECTION 1.Subject to and contingent upon inclusion of funding for this purpose in the ?scal year 2023-24 City Commission-approved budget,the City Manager is hereby authorized to sign a one-year agreement continuing the professional services of Langton Associates and approve a purchase order for $45,603.83 on behalf of the City of Atlantic Beach. SECTION 2.This Resolution shall take effect immediately upon its passage and adoption. PASSED AND ADOPTED by the City of Atlantic Beach,this llth day of September, 2023. Curtis Ford,Mayor Attest: Donna L.Bartle,City Clerk Approved as to fonn and correctness: Jason Gabriel,City Attomey Agenda Item #8.A. 11 Sep 2023 Page 64 of 91 I I II I I.-I -:. I H I I I " I .-‘I .I I r‘II I “' = HI I -- I I H = I 'I III ' I I III ' II I ' I,-.H I I II .1 - ‘.‘l -=-I WV I I I I I 'I -II II I ‘II 'I LI I ' I I ..I I II -' :I II *II 'll ' -II I I '’' I;I II II II I I -.._. CONSULTING AGREEMENT This consulting agreement,effective October 1,2023,is made by and between Langton Associates,Inc.,hereinafter referred to as "Langton",and the City of Atlantic Beach,hereinafter referred to as "Client,"under the following terms and conditions: RECITALS WHEREAS,Langton is a Florida corporation engaged in the business of offering governmental consulting support to municipalities,counties,other governmental bodies and non- pro?t corporations,and WHEREAS,Client is in need of professional services of consulting for the purpose of obtaining various governmental grants and assistance offered by various governmental agencies and bodies,and WHEREAS,the parties are desirous to enter into this contract,to establish a contractual relationship and set up the fees to be charged by Langton to Client for the services rendered and to establish the guidelines for consulting work to be performed. IT IS THEREFORE agreed as follows: 1.Langton agrees to provide professional consulting services to Client for the term of one (1)year,commencing October 1,2023 and ending September 30,2024.Langton agrees to exercise its best efforts to obtain governmental grants and bene?ts for client.It is understood, however,that Langton cannot guarantee results that any certain amount of ?mds will be obtained for Client. 2.Pursuant to this agreement Langton agrees to provide speci?c services as follows: Update Needs Assessment and Strategic Grants Plan Determination of Relevant Funding Sources Preparation and Submission of Grant Applications Technical Assistance on Grant Administration Personalized Grant Research and Consultation lntergovemmental Relations with Federal and State Governments Provide a Bi-Weekly SMARTGrantsTM E-Mail Grant Alert 3.In exchange for Langton performing these services as established herein and devoting his time,Client agrees to pay Langton professional fees in the amount of $45,603.83 in 12 monthly installments of $3,800.32. 4.In conjunction with services relating to Client,the Client agrees to pay expenses of Langton.This shall include,but not be limited to,travel expenses,which shall be air expense on coach ?ights,car rental,hotel (at commercial rates)and food (maximum of $25.00 per person per day).Langton will submit the invoice for these expenses which shall be paid by the 10th day of the following month after submission of the expense report by Langton.Langton will not Agenda Item #8.A. 11 Sep 2023 Page 65 of 91 CITY OF ATLANTIC BACH BY: Kevin Hogencamp,Deputy City Manager DATE: incur travel expenses without approval of Client. 5.Langton agrees to devote the necessary time and performance of his duties for Client. Inasmuch as the professional services rendered are of a subjective nature subject to differences of opinion,mutual con?dence and respect are necessary.Accordingly,this contract can be terminated by either party without cause upon giving of a thirty (30)day notice as follows: A.As to Langton: 4830 Atlantic Blvd. Jacksonville,Florida 32207 B.As to Client: 800 Seminole Road Atlantic Beach,FL 32233 6.Should litigation be necessary to enforce any provision of this agreement then the prevailing party shall be entitled to recover a reasonable attorney's fee from the other side. ATTEST.LANGTON ASSOCIATES,INC. BY: Michael Langton,President ATTEST: Agenda Item #8.A. 11 Sep 2023 Page 66 of 91 Langton CONSULTING Annual Qepor City of AtlanticBeach August 24,2023 Dear Joe Gerrity,Mayor Ford,and the City Commission, The Langton Consulting team is honored to continue our tenure with the City of Atlantic Beach.Over the past eight years we've helped City staff and elected officials secure funding for a variety of projects of importance.We've worked with multiple departments including,but not limited to Public Works,Utilities,Parks &Recreation,Planning &Community Development,and Public Safety,as well as citizen groups and other organizations working to make Atlantic Beach a wonderful place to live,work and play. Since our last annual report (September 13,2022),Langton staff has worked with City staff to submit funding requests totaling $704,520 on behalf of the City of Atlantic Beach.During the same period,$1,358,620 has been awarded.Three proposals remain pending. In addition to the submissions cited below,Langton staff has also explored a variety of grant opportunities that ultimately were not submitted due to conflicts of timing between project readiness and grant periods or because grant program guidelines deemed projects not viable for submission,issues that are commonplace in the grants industry.Additionally,Langton staff has provided technical assistance and grant administration support when called upon. The following are grant applications a)submitted over the past year,b)previously submitted but awarded in the past year,and c)currently in development for submission in the next 90 days: Project Comprehensive Safety Action Plan Coastal Dunes Exotic Plant Planning 20"‘Street LiftStation Generator Urban Tree Canopy Assessment Public Works Building Retrofit Donner Neighborhood Plan Marsh Erosion Control Study Grants Submitted from September 2022 -August 2023 Grant Program Safe Streets and Roads for All -Planning Coastal Partnerships Initiative Building Resilient infrastructure &Communities Urban and Community Forestry Hurricane Loss Mitigation Program -Retrofit Grants Community Planning Technical Assistance National Coastal Resilience Fund Submission Date 9/15/22 10/25/22 11/7/22 11/9/22 4/7/23 6/16/23 6/28/23 Request Amount $200,000 $10,000 $75,520 $15,000 $179,000 $75,000 $150,000 Status FUNDED FUNDED Pending FUNDED FUNDED Pending Pending Agenda Item #8.A. 11 Sep 2023 Page 67 of 91 Project Cutlass Drive Box Culvert Replacement Stanley Road Flood Mitigation Naval Station Mayport Emergency Potable Water Source Cavalla Road LiftStation Flood Protection Pending at Time of Last Annual Report,Since Funded Grant Program Hazard Mitigation Grant Program,COVID-19Cycle Hazard Mitigation Grant Program,COVID-19 Cycle Defense Communities Infrastructure Program Resilient Florida Submission Date 12/21/21 12/21/21 7/18/22 9/1/22 Request Amount $331,641 $501,103 $596,470 $184,250 Status Planning Phase FUNDED— $86,950; Construction Phase Pending Planning Phase FUNDED— $86,950; Construction Phase Pending FUNDED FUNDED www.lan tonconsultinocom mailtomlan ton@|anotonconsultino m Currently in Development Project Grant Program Vulnerable Lift Station Protection —Phase I 5”‘Street Dune Walkover AEDs and Bleeding Control Kits Resilient Florida Coastal Partnerships Initiative Firehouse Subs Public Safety Foundation Naval Station Mayport Emergency Potable Water Source Phase 2 Building Resilient Infrastructure and Communities Deadline 9/1/23 10/2/23 10/13/23 November TBA Request Amount $1,217,019 $60,000 TBD TBD The Langton Consulting team looks forward to the continued efforts to obtain strategic funding for the City of Atlantic Beach to enhance its abilities to actualize overall community vitality and impact.We appreciate your consideration and continued support for these endeavors. Sincerely, W/?: Michael Langton,GPC President,Langton Consulting 5627 AtlanticBlvd Suite 4‘Jacksonville‘FL 32207 904.598 1868 MichaelLangton GPC‘President Agenda Item #8.A. 11 Sep 2023 Page 68 of 91 4/M AGENDA ITEM: SUBMITTED BY: TODAY’S DATE: MEETING DATE: BACKGROUND: RECOMMENDATION: ATTACHMENTS: CITY OF ATLANTIC BEACH CITY COMMISSION MEETING STAFF REPORT Resolution No.23-35 authorizing the City Manager to execute any contracts and purchase ordersas necessary pertaining to Resilient Florida funding from the Florida Department of Environmental Protection for the ?scal year 2023-24 funding cycle for and on behalf of the City of Atlantic Beach. Steve Swann,City Engineer August 21,2023 September 11,2023 The City of Atlantic Beach annually submits grant applications for Resilient Florida funding from the Florida Department of Environmental Protection (FDEP)for eligible projects.Resilient Florida grants require a 50%match commitment. FDEP requires Commission authorization to submit an application and also requires signing authority for execution of grant contracts. The City has historically relied on the City Manager to execute these grant agreements. For the ?scal year 2023-24 funding cycle,the City intends to submit a grant application to provide ?ood protection to multiple lift stations vulnerable to ?ooding.If the City is awarded a Resilient Florida grant resulting from a submitted application,this resolution will authorize the City Manager to execute the grant agreement. The City Commission approve Resolution No.23-35 Resolution No.23-35 BY CITY MANAGER: Agenda Item #8.B. 11 Sep 2023 Page 69 of 91 Section 1.The above recitals are true and correct,and are incorporated herein. Section 2.The Atlantic Beach City Commission hereby authorizes the ?ling of an application for a Resilient Florida Program grant. Section 3.The City Manager is authorized to execute any contracts and purchase orders necessary to effectuate the provisions of the Resolution. Section 4.This Resolution shall take effect immediately upon its passage and adoption. PASSED AND ADOPTED by the City of Atlantic Beach,this 11”‘day of September,2023. RESOLUTION NO.23-35 A RESOLUTION OF THE CITY OF ATLANTIC BEACH,FLORIDA,AUTHORIZING THE SUBMISSION OF AN APPLICATION FOR RESILIENT FLORIDA FUNDING FROM THE FLORIDA DEPARTMENT OF ENVIRONMENTAL PROTECTION FOR THE FISCAL YEAR 2023-24 FUNDING CYCLE;AUTHORIZING THE CITY MANAGER TO EXECUTE ANY CONTRACTS AND PURCHASE ORDERS AS NECESSARY TO EFFECTUATE THE PROVISIONS OF THIS RESOLUTION;AND PROVIDING AN EFFECTIVE DATE. WHEREAS,the City of Atlantic Beach recognizes there is a present and growing need to address the impacts of ?ooding and sea level rise within its corporate limits;and WHEREAS,the City of Atlantic Beach desires to implement adaptation and mitigation projects but requires ?nancial assistance,and the Florida Department of Environmental Protection is soliciting applications for Resilient Florida Program funding;and WHEREAS,the City of Atlantic Beach desires to submit an application for Resilient Florida Program ?inding for the ?scal vear 2023-24 funding cvcle. NOW THEREFORE,be it resolved by the City Commission of the City of Atlantic Beach as follows: Attest: Curtis Ford,Mayor Donna L.Bartle,City Clerk Approved as to form and correctness: Jason Gabriel,City Attorney Agenda Item #8.B. 11 Sep 2023 Page 70 of 91 AGENDA ITEM: RESOLUTION NO. SUBMITTED BY: TODAY’S DATE: MEETING DATE: BACKGROUND: BUDGET: RECOMMENDATION: ATTACHMENTS: CITY OF ATLANTIC BEACH CITY COMMISSION MEETING STAFF REPORT Resolution No.23-37 authorizing the City Manager to execute a lease agreement between the City of Atlantic Beach and Satellite Shelters, Inc.for a temporary of?ce trailer. 23-37 Scott Williams,Public Works Director August 31,2023 September 11,2023 The City Commission approved Resolution No.23-29 on Monday, August 14,2023,awarding City Bid No.2223-03 Public Works Building Remodel to Atlantic Sales &Service,Inc.dba Atlantic Coast Construction.The contractor submitted a proposed project schedule,with renovations scheduled to begin on Monday,September 11,2023.Public Works Staff will be unable to occupy the building during this phase of construction,and City Staff began researching temporary office locations. It was determined that Streets/Storinwater Supervisor,the Parks/Building Maintenance Supervisor,and the Fleet Maintenance contractor will need an onsite office trailer to conduct normal business operations.Several options were considered,and the most feasible option was determined to be an office trailer from Satellite Shelters,Inc.The lease term will be eight (8)months,and the lease will be paid as a lump sum in the amount of$l7,005.00. The FY22-23 Public Works Rentals &Leases account 001-5001-541-4400 contains $17,005.00 that can be used for the lease payment. Approve Resolution No.23-37 authorizing the City Manager to execute a lease agreement between the City of Atlantic Beach and Satellite Shelters, Inc.for a temporary office trailer,as described in the Lease Proposal dated August 16,2023. Resolution No.23-37 Lease Proposal from Satellite Shelters,Inc.,dated August 16,2023 Proposed Project Schedule REVIEWED BY CITY MANAGER: Agenda Item #8.C. 11 Sep 2023 Page 71 of 91 ‘I II II I I I I I I I II II I.I 2. I .;I I I -I: I ‘I II..I I I I I I I 'I|I I I II 'I I 4 III I ..,a RESOLUTION NO.23-37 A RESOLUTION OF THE CITY OF ATLANTIC BEACH,FLORIDA, APPROVING THE LEASE AGREEMENT BETWEEN SATELLITE SHELTERS,INC.,AND THE CITY OF ATLANTIC BEACH FOR A TEMPORARY OFFICE TRAILER;AUTHORIZING THE CITY MANAGER TO EXECUTE THE CONTRACTS AND PURCHASE ORDERS IN ACCORDANCE WITH AND AS NECESSARY TO EFFECTUATE THE PROVISIONS OF THIS RESOLUTION;AND PROVIDING AN EFFECTIVE DATE. WHEREAS,on Monday,August 14,2023,the City Commission awarded Bid No.2223-03 Public Works Building Renovations to Atlantic Coast Sales &Service,Inc.dba Atlantic Coast Construction Group;and WHEREAS,the contractor submitted a proposed project schedule to begin renovations on September 11,2023;and WHEREAS,Public Works Staff will be unable to occupy the building during this phase of construction;and WHEREAS,it was determined that Streets/Storrnwater Supervisor,the Parks/Building Maintenance Supervisor,and the Fleet Maintenance contractor will need an onsite of?ce trailer to conduct normal business operations;and WHEREAS,several options were considered,and the most feasible option was determined to be an of?ce trailer from Satellite Shelters,Inc.;and WHEREAS,the lease term is for eight months,with a lease cost of $17,005.00;and WHEREAS,the FY22-23 Public Works Rentals &Leases account 001-5001-541-4400 contains $17,005.00 that can be used to pay for the lease payment;and NOW THEREFORE,be it resolved by the City Commission of the City of Atlantic Beach as follows: SECTION 1.The City Commission approves the lease agreement between Satellite Shelters, Inc.and the City of Atlantic Beach for a temporary of?ce trailer; Resolution No.23-37 Page 1 of 2 Agenda Item #8.C. 11 Sep 2023 Page 72 of 91 SECTION 2.The City Commission hereby authorizes the City Manager to execute the Contract with Satellite Shelters,Inc.and approve a Purchase Order to said vendor in the amount of $17,005.00; SECTION 3.This Resolution shall take effect immediately upon its passage and adoption. PASSED AND ADOPTED by the City of Atlantic Beach,this 11”‘day of September,2023. Approved as to form and correctness: Jason Gabriel,City Attorney Resolution No.23-37 Page 2 of 2 Curtis Ford,Mayor Donna L.Bartle,City Clerk Attest: Agenda Item #8.C. 11 Sep 2023 Page 73 of 91 First 3 a ml!5 W The In Space Description satellite She?ers,|nc_Your Satellite Sales Representative: Mimeapo?sl MN55486_07oO Email:chrystiem@satelliteco.com phone:(407)games §2I.‘IIZ:I'.’.f,‘f“‘$ 3835 83: Orlando,FL 32822 " Mobile:336-880-5262 Rental Insurance Status:NOT OPTION insurance Exp Date: Page:1 Company:contact:Ship-To Address: Cit)’OfAtlantic 3933“Matthew Krug City of Atlantic Beach 904-247-5834 Atlantic Beach.FL 32233 mkrug@coab.us Pymt Terms:NET30 Billing Term:8 Min Billing Period:N/A Term W"Unit Price Total Price Price 12x60 (56'box)Mobile Of?ce WIRR 8 28DAYS 1 1,000.00 1,000.00 8,000.00 Personal Property Tax Recovery Fee 8 28DAYS 1 25.00 25.00 200.00 Holding Tank wI1X Weekly Service 8 28DAYS 1 400.00 400.00 3,200.00 Building Delivery Each 1 833.00 833.00 Block &Level Each 1 1,335.00 1,335.00 Anchors:Installation Each 1 990.00 990.00 Dismantle Building (in Advance)Each 1 840.00 840.00 Anchors:Removal (in Advance)Each 1 684.00 684.00 Building Pickup @ Return Each 1 833.00 833.00 Holding Tank De|iveryIReturn Each 1 90.00 90.00 *Customer to hire plumber to make connections ‘Site ground foundation is responsibility of cust. *Customer responsible for building permits *Customer responsible for utilityconnections *Cust MUST locate underground utilities(anchors) *Addt|.charge for downtime or special equipment Total Recurring Charges 1’425_og 11'4og_oo Total One Time charges 5_5o5_go 5,505”, Pre-Tax Total Contract Customer acknowledges that Satellite Shelters willcharge a Damage Waiver Fee of 10%of the Trailer Rental Rate for the tenn of the lease unless a current valid Certi?cate of insurance (per Terms and Conditions attached)is on file.In Instances where the Damage Waiver Program is unavailable due to locationor model restrictions.a Convenience Fee of 10%of the Trailer Rental Rate willbe charged unless a current valid Certi?cate of Insurance (per Tenn:and Conditions attached)is on ?le. Quote expires 30 days from contract Date.Acceptance at this quote by signature constitutes a Rental Order and acceptance of Satellite Shelters.inc.(Lessor)Rental Order Temts and Conditions whichcan be viewed at https:IIwww.satelIlteco.comIdownloadlpdfISateilite8heltersRentaIOrderTce.pdfunlessotherwisenoted. Signature:Date: Print Name:PO #2 Title: 17.005. Delivery Date (On or About):09/11/2023 Extended Contract Agenda Item #8.C. 11 Sep 2023 Page 74 of 91 gageli /3InSpaceFirst Optlonal Items -Not Included in Total Tenn Qty Unlt Price Total Price *Check and Initialto Add Optional Items to Contract Term Qty Unit Price Total Price Extended Contract Price Extended contract Prloe 6050 S Semoran Blvd Orlando,FL 3282 Satellite Shelters,Inc. Remittance Address PO Box 860700 Minneapolis,MN 55486-0700 Phone:(407)982-4560 Mobile:336-880-5262 Your Satellite Sales Representative: Chrystie Mack Email:chrystiem@satelIiteco.com Contract Date:08/16/2023 contract No.:RQ252078 Rental Insurance Status:NOT OPTION Insurance Exp Date: Page:2 *CIeaning/repairs assessed upon return Security Bars on Vlflndows&Doors HVAC Replacement Filters:?rst months ———-included 20'Storage Container 40'Storage Container Container Delivery Container Pickup Digital Stamped Bldg Plans (3rd Party Engineer) If required by County for pennitting takes 2 weeks ZBDAYS Each 28DAYS 28DAYS Each Each Each 96.00 12.35 200.00 225.00 298.00 298.00 825.00 96.00 86.45 200.00 225.00 298.00 298.00 825.00 768.00 1,600.00 1,800.00 Description Agenda Item #8.C. 11 Sep 2023 Page 75 of 91 Agenda Item #8.C.11 Sep 2023Page 76 of 91 _ I DIN. .......:le . .5! I ..+l.nd .aJ= «Olin .5}Au}.—i .15..at Thu.»I|.?.... ._._....ou._omomE_uum>._3:m>..__m_nm__m>mcouummnm_u:o>m._._.._.ENExonhm.ooxma mumnw.S ....uE w,/.Wu_§mum Q ?.m.m.ml/ 55.!-.8 Ia. 32550:_L. uvlhflu *[ IET1—_..'.—.—_...—_.. 5 0 ~§E bdun ..?.a .2. ~. 3*. ‘*3? bub. 3.7..1.... .vI.N Agenda Item #8.C.11 Sep 2023 Page 77 of 91 Sa tellltei) 7716 In Spare .:az:EI.Ii The In SpaceFirst MRA Customers Only:The MRA on file supersedes all Items 1 -27 below.This document is for the acknowledgment of equipment and price unly All terms and conditions are as agreed per MRA#listed on page 1 0!this document. sate?ite shelters,Inc_Your Satellite Sales Representative: I;grr1Bittan8c::oAggressChrystie Mack ox .,.. Minneapolis’MN55486_o7oo Email.clrtrjl- r’strtem@ sateIiiteco. cog18I16,2023 on rac a e: 6050 Ssemoran Blvd Ph ;407 932.4560 . Odandq FL 32822 one()Contract No..RQ252078 Mobile:336-880-5262 Rental Insurance Status:NOT OPTION Insurance Exp Date: Page:3 Quote is based upon availability and credit approval.Prices quoted do not include applicable taxes.Ifprojecllcustomerquali?es for exemption to sales tax.a valid certi?cate must be provided prior to delivery.ifvalid exemption certi?cate is received after any billing,tax will be due and exemption willbe applied to all future billing. Quote expires 30 days from Contract Date.Clerical emorsare subject to correction.Allcharges billed In advance,unless othenuise noted.Pricing is based on non-prevailing wage rates with use of non-union labor. Anchor pricingbased on dirt.Additionalchargeaapply to other surfaces.encountering concealed conditionsor rock.Anchors do not guarantee prevention of weather-related damages.Buildingand anchor removal based on disconnecting metal strapping and leaving the anchor head or any foundations below grade.Sitelsurface repairlrestorationis not included. Prices assume Ievai.tnrck-accessible site (both for install &removal)free of obstruction abavelbelow ground with adequate soil bearing (min 3,000 psi)and proper water drainage away from building. Pennits (except transport)and other scopes ofworkladdilional items,including all utilities (supply/connecildrsconnect)are not included unless speci?cally listed herein.Satellite does not warrant that the building meets local codes unless expressly stated. Quote based on use of sateIiite's rantailsalelralocationagreements.For Used sales.all are ‘as Is"without warranty expressed or Implied. Unless a current certi?cate of insurance is provided or already on ?le.customer will be required to utilize SatelIlIe'BDamage Waiver Program.See full Terms and Conditions linked on page 1 for details. 1.Tenn This Agrearnent commenceson the date the Rental Order is executed (‘Effective Date‘)by and between the company entity named on the Rental Order (‘Lessee’),and Satellite Shelters Inc.(‘Lessor’).a Minnesotacorporation with offices located at 2530 Xenium Lane North.Suite 150.Minneapolis MN 55441.Lessee and Lessor are periodicallyreferredto as the “Parties,”and each a ‘Party.’This Agreement covers rental transactions between the parties for mobileandlor modular otiice equipment and fumlshings (‘Equipment’)as described on Lessor's Rental Orders.Notwithstanding anything to the contrary contained In any Jobspeci?c Rental Order,pre-printed tenna.and conditions (including.without limitation.purported limitations on Iblllty.waivers of rights and remedies.and variationsfrom any of the warranty.guarantee.indemnity and liability.lease tom and tennlnallon provisions of this Agreement)are of no force or effect and are superseded by the terms and conditions of this Agreement. This Agreement commenceson of the Effective Date and is perpetual.unless terminated in writing with thirty (30)days‘notice to the other Party.Any charges or remaining lease tenn due under the Rental Order for the Equipment under this Agreement willcontinue through the and of the initialminimumlenn (If indicatedon page 1 of the Rental Order)for each speci?c Item of Equipment.subject to provisions of Articles 15 and 16. 2.Insurance.Certi?cate of Insurance Policies of Insurance.Lessee.at Lessee's cost and expense,must procure and deliver to Lessor.before delivery to Lessee of the Equipment to be leased in this Agreement.and keep in full force and effect during the entire term of this Agreement or as long as the Equipment is in the care.custody.or possession of Lessee.whichever is later,the following policies of Insurance: (a)Lessee must procure all-risks Insurance covering Lessor,as an additional Insured and loss payee,for loss of or damage to the Equipment and all of Lessor's property located on, at or adjacent to the building site speci?ed in the Rental Order (including,at a minimum.materialsin place or to be used as pan of the installationor construction of the Equipment, surplus materials,temporary structures.scaffolding and staging,protective fencing,bridging.forms,and miscellaneous materials and supplies)on a fullreplacement cost basis.At a minimum,such Insurance must cover and must not exclude loss or damage caused by:?re;lightning;explosion;windstorrn;hail;riot;civilcommotion;vandalism;sprinkler leakage; volcanicaction;falling objeds;weight of snow.ice or sleet:water damage;?ood;earthquake or other earth movement.and collapse.Such insurance must also cover Lessor for loss of business income,loss of rental value or rental income,extra expenses.expediting expenses.debris removal,preservation of property.tire department service charge.pollutant clean-up and removal.increased cost of construction.and electronic data. (b)Lessee must procure liabilityInsurance covering Lessor,as an additionalinsured.for sums Lessor becomes obligated to pay because of bodily Injury.property damage,or personal and advertising injury to third parties,or for medical expenses to third parties,arising out of.in whole or part,the use or conditionof Lessors Equipment,or any portion of Lessor's Equipment,while In the custody.possession or control of Lessee.with limits of liabilityof at least $1,000,000 per occurrence. The insurance policies required under this section must each have a maximumdeductible or self-Insured retention of $5,000.for which Lessee is responsible.must be primary over any policies of Lessor,must contain provisions stating Lessee,and its insurer.waive all subrogatton rights against Lessor.and must contain provisions stating that the policies cannot be cancelledor allowed to expire until at least 30 days’after written notice is provided to Lessor. Certificate of Insurance.Before the effective date of this Agreement,Lessee must provide Lessor with Certi?cates of insurance executedby a duly authorizedrepresentative of each insurer.showing complance with the Insurance requirements set forth above.Unless Lessee provides Lessor with a certi?cate of insurance acceptable to Lessor.In the amounts stated Inthis section,or Lessee has maintained a blanket Insurance certi?cate on ?le with Lessor.Lessee is required to utilize Lessors Damage Waiver Program. IF A CERTIFICATEOF INSURANCEOR NOTIFICATIONOF SELF-ASSUMPTIONOF RISK OF LOSS IS NOT RECEIVEDBEFORETHE EFFECTIVEDATE OF THIS AGREEMENT,LESSEE AGREES TO UTILIZELESSOR'S DAMAGEWAIVERPROGRAM,UNDERWHICHAN AMOUNTEQUAL TO THE DAMAGE WAIVERPROGRAM BILLINGRATE FOR THE EQUIPMENTUNDERAGREEMENT WILLBE ADDEDTO THE INVOICEFOR EACH BILLINGPERIOD.THE DAMAGEWAIVERPROGRAMIS FOR PROPERTY COVERAGEONLY.SUBJECTTO THE PROVISIONSOF ARTICLE 3.THE DAMAGEWAIVERPROGRAMWILLBE APPLIEDTO THIS AGREEMENT FOR THE FULLTERM,UNLESS A CERTIFICATEOF INSURANCEIS PROVIDEDTO LESSOR DURINGANYBILLINGCYCLEAl-TIERTHE 28-DAYPERIOD SPECIFIED INTHIS Agenda Item #8.C. 11 Sep 2023 Page 78 of 91 Y ?..’f~:s‘E°lite..,a EQII7}2;S" The In SpaceFirst satemte shelters,|nc_Your Satellite Sales Representative: Remittance Address Chfys?g Magk ffisggp??gff?q55486_07o0 Email:chrystiem@sate||iteco.com Contract Date:08/16/2023 gfggjofgfgfgzglvd Phone:(407)982-4560 Contract No.:RQ252078 Mobile:336-880-5262 Rental Insurance Status:NOT OPTION Insurance Exp Date: Page:5 Within 24 hours after any accident involving Equipment.Lessee must notify Lessor by telephone and within 48 hours notify Lessor in writing.Said report must state the time,place. and nature of the event:the damage sustained:the addresses of persons involved.persons injured.and witnesses;and any other infonnation relating to said event,and must promptly lanyard to Lessor all correspondence.notices.or documents received in connection with any claim or demand relating to the Equipment or its operation and must aid in the investigation and defense of all such claims and demands.Nothing in this section modi?es the provisions of Article8 above,in which Lessee holds Lessor harmless and indemnl?es Lessor against all these matters.and Lessor willhave no responsibilityto take any actions in the event of such casualty.Rent willcontinueto be charged on damaged Equipment untila ?nal settlement check has been received from Lessee's insurance provider in an amount adequate to compensate Lessor. 12.Non-Liability of Lessor Unless caused by Lessors gross negligence.Lessor will not be liable to Lessee for any loss.damage.or expense of any kind or nature caused directly or indirectlyby the Equipment.or by the use.maintenance.operation.handling.or storage of the Equipment.or forthe loss of Lessee's business.or damages whatsoever or howsoever used. 13.Default Each of the following events is an ‘Event of Default“as the tenn is de?ned in any agreement between the Parties: a)if Lessee falls to pay when due any payment or any other amount owing; b)if Lessee fails to perform any other term.covenant.or conditionof this Agreement or any other agreement between the Parties on Lessee's part to be observed or perfonned. c)if Lessee files for relief under any bankruptcy or similar law for the relief of debtors.or it Lessee makes any assignment for bene?t of creditors,or if a receiver is appointed to take possession of any of the assets of Lessee,or any involuntary bankruptcy is ?led against Lessee. d)ifLessee considersliaelf insecure. Upon an Event of Default,the Equipment and any rights of Lessee in the Equipment willbe surrendered to Lessor.Lessor may take possession of the Equipment and is authorized by Lessee to enter upon any premises of Lessee without notice for the purpose of taking possession of the Equipment.Lessor may retain all rents and any other amounts paid by Lessee under this Agreement.Repossession by Lessor orthe surrender ofthe Equipment to Lessor willnot affect the right of Lessorto recover from Lessee any and all damages that Lessor will have sustained by reason of the breach of any of the covenants.terms.or conditionsof this Agreement.Lessee willcontinueto be responsible for all the rental payments forihe remainder of the tent:of this Agreement and for the payment of any other amounts owing.Nothing in this paragraph is a limitation on Lessor's right to damages. Upon an Event of Default,Lessor may: a)relet the Equipment or any portionof the Equipment for such periods.at such rental amounts as it considers reasonable.After deducting its costs and expenses in such reietling. may apply any net proceeds received to the amounts payable by Lessee under this Agreement.or b)sell the Equipment or any portion of the Equipment,and after deducting its costs and expenses in connection with said sale or sales.apply the net proceeds to the amounts payable by Lessee under this Agreement.Lessee must pay any de?ciency,as determinedby the amount the net proceeds of said sale or reietting is less than the amount to be paid by Lessee under this Agreement.or c)cancel and laminate the entire Agreement.and any and all separate Rental Orders made under this Agreement. Lessor.at its sole option.may recoverfrom Lessee the worth.at the time of the tennlnatkm.of the excess between:(a)the amount of rent and charges equivalent to rent reserved under this Agreement for the remainder of the term of the Equipment and (b)the then reasonable rental value of the Equipment for the remainderof the stated ten-n. Lessor willhave all other remedies In its favor existing in law,equity,or bankruptcy.and the remedies in this Agreement willbe cumulativeand not exclusive. 14.cross-Default Lessor and Lessee may supplement this Agreement with schedules and amendments.in addition.Lessor and Lessee may enter into additionallease agreements or sale agreements with each other.A default under this Agreement also constitutes a default under every other agreement the Parties may have with each other.Further.a default under any agreement between Lessor and Lessee constitutes a default under this Agreement 15.Return of Equipment.Termination of Agreement At the and of the Tenn,Lessee must cause the Equipment to be returned to Lessor at any locationdesignated by Lessor.Lessor.in its sole discretion.willdetemilne how the Equipment willbe returned to it.and Lessee willprovide Lessor with at least fourteen (14)working days’advance notice of its ratum.The Equipment must be ‘broom clean’and In the same conditionas delivered to Lessee.ordinary wear and tear excepted.Termination willbecome effective only when the Equipment has been returned to Lessor as provided in this Agreement and Lessee has paid Lessor all unpaid rental and other charges applicable to the Equipment.Lessee agrees that before the return of the Equipment to Lessor or upon notice of its repossession.Lessee must immediately disconnect all utilitiesconnected to the Equipment.remove all the Lessee's personal property fromthe Equipment.and vacate the Equipment so that the Equipment can be retumed to the Lessor.whenever Lessor or its agents pick up or repossess the Equipment.Lessee must remove any ban-lers or restrictions to make the Equipment readily accessible for removal by truck.without additionalinconvenience or expense.Allsite restoration is the responsibilityof Lessee.Lessor will not be liablefor keeping or storing any personal property of the Lessee left in.on or around the Equipment;such property willbe treated as abandoned by Lessee and Lessee consents to the disposal of such personal property by Lessor.at Lessee's expense.Any accessories In addition to the retumed Equipment are part of the Equipment and the property of the Lessor.Lessee must reimburse Lessor for all costs incurred related to retumlng the Equipment.repairingthe Equipment.cleaning debris,trash.or personal property le?in the Equipment.or olhenrvlserestoring the Equipment to its conditionwhen delivered.ordinary wear and tear excepted.Lessee indemni?es,defends.and holds Lessor harmless from all claims of Lessee or third parties arising from any return,retaking,or repossession of the Equipment. 16.Earty Tennlnatlon If a minimumtenn is noted on page 1 of the Rental Order,this provision applies. The Parties are unable to ascertainthe actual damages Lessor willincur if Lessee tanninetes this Agreement before the Equipment's MinimuminitialTerm expires (‘Early Terrninatlon“).As a reasonable forecast of damages expected to occur upon Early Termination.in additionto all amounts due and owing before the Early Tennination and all of Lessofs costs and expenses caused by the Early Termination.Lessee must pay Leesorthe following: a)If the Equipment is new custom-builtEquipment at the start date of the Minimum initial Term,Lessee must pay 100%of all remaining lease payments and all other amounts that would have been due under the Equipments Rental Order had the Early Termination not occurred.less the net proceeds,ii any.of re—lettingthe Equipment after deducting all of Lessors expenses Incuned in connection with the re-letting. b)if the Equipment is standardstock Equipment at the start date of the Minimuminitial Tenn.Lessee must pay 50%of all remaining lease payments and all other amounts that would have been due under the Equipmenfs Rental Order had the Early Temilnationnot occurred.less the net proceeds,it any.of re-letting the Equipment after deducting all of Lessor’s expenses incurred in connection with the re-letting. 17.REPOSSESSION Agenda Item #8.C. 11 Sep 2023 Page 79 of 91 63 .1;EEC’); The In SpaceFirst Satellite Shelters,Inc.Your Satellite Sales Representative: EgrrlgiuangseolgggressChrystie Mack MinnggpoliaMN55486_o7oo Email:chrystiem@sate||iteco.com Contract Date:08/16/ 2023g$|i%§o§gTg§§2§'Vd Phone:(407)982-4560 Contract No.:RQ25207 8Mobile:336-880-5262 Rental Insurance Status:NOT OPTIO NInsuranceExpDate: Page:7 27.Bllllng.Interest.and Late charges Invoicing willbe done on a monthly basis.If payment is not received on the due date indicated on an invoice,to compensate Lessor for damages caused by Lessee's failureto pay on time.Lessee must pay Interest on all late payments in an amount equal to the lesser of:(a)one and one-half percent (1‘/2%)per month,or (b)the maximum percentage allowed by law.calculateddaily and compoundedmonthly. LESSEE WILLBE BILLEDON A 28-DAY CYCLEINADVANCE.LESSOR WILLNOT PRORATEANYFRACTIONOF A BILLINGCYCLE. 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E...S 3.6 5..6 =52. 3:.m5..an_.m3 .o_.oE_ E K 32:a __£€___a3>5 :D€n_:m:_ 32$__u3.aruE_ _o_§.._..._.5.._.>3 5.‘o .._...—..s.u.._._..=.: _o_uu%_._._...§B 5...u ......-..s.29: _o:uua€_&._..u.6u 5:.w ........5.__6.Eu= m an m__u3._.m ._2£u_u m:_Emi Eu:m=_.__n:u_2 it n U:_EI..u SEES tee: 5_.3._w =22. $6u.._s>5 __22._. coon #3 .A uzeués é? «#2.»: min 9:3 2.25 Scan 55.u 2::eEun_ 95:m_._a..=__._ came9;: aEuo _3_:uu_m ns3=_§9.5 .3..:.._.=o:_un .a.:.=_ =._.u§..52 5 J5 L «MEN 1...._her:.5...2.6 3..o&Esnn m..:._u :a=m_:E_ 3%2 32.A S3.__..E_ _.o_._.__..._._ 5...M £5:Egm: 1 5:5 1 $2..u_o.:_E cam _ ..2.2.a_us»:in: E. e.E .1 3 ‘E‘GNm I’$$#1n$$‘>$$$‘r‘v‘p't$$'r't1v‘u$$‘n$‘|-‘o$‘\v$$$$$$$$‘\-$5$$‘¢$$ 9 uuaz x.n_ 2:}st .35 u_€£.m 29 :..:_2._ m~\:\~....u:n~><?:22 .J|.,..\JIx_2:.Tfm1.1 ;V .n~.,.m.u5.: N nu... >._uE:.:m 2.62. !.Bma___2 9.62. _::.3 ?lu W _. .w.....§.,u Agenda Item #8.C.11 Sep 2023 Page 82 of 91 H‘-V ,. .. F u ' '| IH u .'_, -2 .. ... I II ' ..u I'.-. .. H .u x -'.|..'\r~ ‘ V.:u...é um. H ; Contract Language from Mobile Office Rental Contract Satellite Shelter,Inc. August 16,2023 Quoteis based upon availability and credit approval.Prices quoted do not include applicable taxes.If project/customer qualifies for exemption to sales tax,a valid certificate must be provided prior to delivery.If valid exemption certificate is received after any billing,tax will be due and exemption will be applied to all future billing. Quote expires 30 days from Contract Date.Clerical errors are subject to correction.All charges billed in advance,unless othen/vise noted.Pricing is based on non-prevailing wage rates with use of non-union labor. Anchor pricing based on dirt.Additional charges.apply to other surfaces,encountering concealed conditions or rock.Anchors do not guarantee prevention of weather-related damages.Building and anchor removal based on disconnecting metal strapping and leaving the anchor head or any foundations below grade.Site/Surfacerepair/restoration is not included. Prices assume level,truck-accessible site (both for install &removal)free of obstruction above/below ground with adequate soil bearing (min 3,000 psf)and proper water drainage away from building. Permits (except transport)and other scopes of work/additionalItems,including all utilities (supply/connect/disconnect)are not included unless specifically listed herein.Satellite does not warrant that the building meets local codes unless expressly stated. Quote based on use of Sate||ite's rental/sale/relocationagreements.For Used sales,all are -as is" without warranty expressed or implied. Unless a current certificate of insurance is provided or already on file,customer will be required to utilize Satel|ite’s Damage Waiver Program.See full Terms and Conditions linked on page 1 for details. 1.Term This Agreement commences on the date the Rental Order is executed ("Effective Date")by and between the company entity named on the Rental Order ("Lessee"),and Satellite Shelters lnc.("Lessor"),a Minnesota corporation with offices located at 2530 Xenium Lane North,Suite 150,Minneapolis MN 55441.Lessee and Lessor are periodically referred to as the "Parties,"and each a "Party."This Agreement covers rental transactions between the parties for mobile and/or modular office equipment and furnishings ("Equipment")as described on Lessor's Rental Orders.Notwithstanding anything to the contrary contained in anyjob specific Rental Order,pre-printed terms,and conditions (including, without limitation,purported limitations on liability,waivers of rights and remedies,and variations from any ofthe warranty,guarantee,indemnity and liability,lease term and termination provisions ofthis Agreement)are of no force or effect and are superseded by the terms and conditions ofthis Agreement. MRA Customers Only:The MRA on file supersedes all Items 1 0 27 below.This document is for the acknowledgment of equipment and price only. All terms and conditions are as agreed per MRA#listed on page 1 of this document Agenda Item #8.C. 11 Sep 2023 Page 83 of 91 [4 I :''I ' I :II ;=I :E __‘I I E X I I ‘I .I I ,._ A I I .II ',- -..-I I I I I _.I I V‘I I I V I.__I .~.»7 I — I I .I?--III II ‘ I 5 I II '': II:I 1 ‘I I I I H :I I. I -I=,-ll I?ll I.I .I .II I II I I I II __I __II III _,..4 -I.I II .2 I I -II -I II I.I --.I I.._ I = 5 _ I "-'I ‘II ~.-I "I I El __. W I ..ll ‘I . ;I II ‘II III;III ''..II __I ._I - I 'l' ''‘ I I Y I -ll IIII I.I v I I I II ‘I I ..-' —.III I -I I-I‘‘‘‘ ll -.I II -:I I :.II I .I I _.I - I4 I .-II,,...I I II .I 'I I I I -II .I I .I- -’I 2‘V '2 I I 'm —, .II *'I -'‘ I "- II I I I II I .II I III II I ‘ I I 2 'I '-'' I -.I~I .. I I :“-I I I I I I'I I I I II '.I I II-I II I V I‘'_ I)I.‘.1 I I I:||:II I I I II I‘'II »'=..|I u I I ,_,,_.._4I I .1 II II ...II ...'.I II ‘-I I I I .I‘I II -‘ This Agreement commences on of the Effective Date and is perpetual,unless terminated in writing with thirty (30)days‘notice to the other Party.Any charges or remaining lease term due under the Rental Order for the Equipment under this Agreement will continue through the end of the initial minimum term (If indicated on page 1 of the Rental Order)for each specific item of Equipment,subject to provisions of Articles 15 and 16. 2.Insurance,Certi?cate of Insurance Policies of Insurance.Lessee,at Lessee's cost and expense,must procure and deliver to Lessor,before delivery to Lessee ofthe Equipment to be leased in this Agreement,and keep in full force and effect during the entire term of this Agreement or as long as the Equipment is in the care,custody,or possession of Lessee,whichever is later,the following policies of insurance: (a)Lessee must procure all-risks Insurance covering Lessor,as an additional Insured and loss payee, for loss of or damage to the Equipment and all of Lessor's property located on,at or adjacent to the building site specified in the Rental Order (including,at a minimum,materials in place or to be used as part of the installation or construction ofthe Equipment,surplus materials,temporary structures, scaffolding and staging,protective fencing,bridging,forms,and miscellaneous materials and supplies) on a full replacement cost basis.At a minimum,such insurance must cover and must not exclude loss or damage caused by:fire;lightning;explosion;windstorm;hail;riot;civil commotion;vandalism;sprinkler leakage;volcanic action;falling objects;weight of snow,ice or sleet;water damage;flood;earthquake or other earth movement;and collapse.Such insurance must also cover Lessor for loss of business income,loss of rental value or rental income,extra expenses,expediting expenses,debris removal, preservation of property,fire department service charge,pollutant clean-up and removal,increased cost of construction,and electronic data. (b)Lessee must procure liability insurance covering Lessor,as an additional insured,for sums Lessor becomes obligated to pay because of bodily injury,property damage,or personal and advertising injury to third parties,or for medical expenses to third parties,arising out of,in whole or part,the use or condition of Lessor's Equipment,or any portion of Lessor's Equipment,while in the custody,possession or control of Lessee,with limits of liability of at least $1,000,000 per occurrence. The insurance policies required under this section must each have a maximum deductible or self-insured retention of $5,000,for which Lessee is responsible,must be primary over any policies of Lessor,must contain provisions stating Lessee,and its insurer,waive all subrogation rights against Lessor,and must contain provisions stating that the policies cannot be cancelled or allowed to expire until at least 30 days’after written notice is provided to Lessor. Certificate of Insurance.Before the effective date of this Agreement,Lessee must provide Lessor with Certificates of Insurance executed by a duly authorized representative of each insurer,showing compliance with the insurance requirements set forth above.Unless Lessee provides Lessor with a certificate of insurance acceptable to Lessor,in the amounts stated In this section,or Lessee has maintained a blanket insurance certificate on file with Lessor,Lessee is required to utilize Lessor's Damage Waiver Program. IF A CERTIFICATEOF INSURANCEOR NOTIFICATIONOF SELF-ASSUMPTIONOF RISKOF LOSSIS NOT RECEIVEDBEFORETHE EFFECTIVEDATE OF THIS AGREEMENT,LESSEEAGREESTO UTILIZELESSOR'S DAMAGEWAIVER PROGRAM,UNDERWHICH AN AMOUNT EQUALTO THE DAMAGE WAIVER PROGRAM BILLINGRATEFOR THE EQUIPMENTUNDER AGREEMENTWILLBE ADDEDTO THE INVOICEFOR EACH BILLINGPERIOD.THE DAMAGE WAIVERPROGRAM IS FOR PROPERTY COVERAGEONLY,SUBJECTTOTHE PROVISIONSOF ARTICLE3.THE DAMAGEWAIVER PROGRAM WILLBE APPLIEDTO THIS AGREEMENT FOR THE FULLTERM,UNLESSA CERTIFICATEOF INSURANCEIS PROVIDEDTO LESSORDURINGANY BILLINGCYCLEAFTERTHE 28-DAY PERIODSPECIFIEDIN THIS AGREEMENT,IN WHICH CASEA MAXIMU M 2 Agenda Item #8.C. 11 Sep 2023 Page 84 of 91 n u: L n H : Ii‘ up n n n u. u : u.--u I.‘ :: u| p u .-n- n STOP CHARGEAND BILLINGCREDITEQUALTO THE COST OF THE DAMAGE WAIVERPROGRAM FOR ONE BILLINGCYCLEWILLBE MADE UPON THE REQUESTOF LESSEE. 3.Damage Waiver Program (not available for units in Louisiana and Florida) The Damage Waiver Program is not insurance and does not protect you for liability to others or Lessor. The Damage Waiver Program is not insurance and does not protect you for liability to others or Lessor. For an additional lease rate as set forth above,Lessor will provide the Damage Waiver for damage or loss lo the Equipment under lease.This Damage Waiver Program is subject to a $1,000 deductible amount,per floor.Therefore,Lessee is solely responsible for the first $1,000 per floor of damage or loss with respect to the EquipmenL This Damage Waiver Program covers only loss or damage to the leased Equipment.Lessee bears sole responsibility for all other direct or incidental losses,damage,or injuries occasioned by its use ofthe Equipment,including but not limited to personal injuries to employees or third parties or physical damage or loss lo real or personal property not included as Equipment under this Agreement.The program does not cover damages from vandalism,flood,named storms,damages caused by Lessee's negligence or any third party not representing Lessee or Lessor,Lessee's willful actions or failure to act,improper use or operation of the Equipment in a manner prohibited by this Agreement,overloading or improper load distribution,failure to perform routine janitorial or cleaning causing damage,or damage caused by Lessee's failure to promptly notify Lessor in writing of items requiring correction or repair,or failure by Lessee to take reasonable precautions against theft or forced entry (theft and forced entry must be accompanied by police report and reported within 3 days). OPTION TO OFFERDAMAGEWAIVER PROGRAM IS AT LESSOR'SSOLE DISCRETION. 4.Delineation of Responsibility If an obligation is not expressly slated in this Agreement,then it is not the responsibility of Lessor. 5.Delivery by Lessor Lessor is not liable to Lessee for any failure or delay in obtaining or delivering the Equipment.By taking delivery,Lessee acknowledges that the Equipment is in good operating order,repair,working condition, and is fit for the purpose for which it is leased.Lessee must provide upon request,a separate Equipment acceptance notification.Lessee is solely responsible for site selection,local code compliance,all zoning approvals,permits (except transport),providing a level (1'in 70')and truck accessible site,both at time of Installation and removal,with a bearing surface of a minimum of 3,000 PSF and a site clear of obstructions,both above and below ground.Lessor is not responsible for building settlement or soil heaving due to inadequate foundation.Allsite restoration is the sole responsibility of Lessee.Lessor is not responsible for unforeseen conditions.If the Lessee does not own the site where Lessee places the Equipment,Lessee must notify the landowner that the Equipment is leased.Lessee will indemnify Lessor If the landowner attempts to assert an ownership interest in the Equipment. 6.Taxes,Fees,and Expenses In addition to the rental payments,Lessee agrees to pay all costs,expenses,fees,and charges incurred in connection with the Equipment,the use and operation of the Equipment,servicing costs,sales taxes, personal property,and other ad valorem taxes,and all assessments and other governmental charges whatsoever and by whomsoever payable on said Equipment,or on the use,ownership,possession, rental,shipment,transportation,delivery,or operation of the EquipmenL However,Lessor will pay licensing and registration fees and federal or state net income taxes against Lessor on or measured by rentals payable under this Agreement,or the net income under this Agreement.Upon Lessor's demand, Lessee will reimburse Lessor for the full amount of any costs,expenses,taxes,fees,or other charges paid by Lessor Agenda Item #8.C. 11 Sep 2023 Page 85 of 91 H n. m. — I‘ u...uI '—u u u u u u u u u ‘_ 1 ..u u u H u u u.H H '3: m u I H‘ I'll ‘2 7.Lawful Use,Assignment,and Subletting Prohibited Lessee will use or permit the use of the Equipment only for lawful purposes and will keep ii at the location provided above during the entire lease term.The Equipment must be at all times used and operated in compliance with all laws of anyjurisdiction where it is located.Lessor assumes no responsibility for compliance with state or local codes.Lessee will not assign,transfer,sublet,or in any way assign its rights under this Agreement and may not pledge,permit to-be liened,mortgage, hypothecate,or otherwise encumber or charge its rights or interests under this Agreement. Lessee must give Lessor immediate notice of any purported attachment or otherjudicial process affecting any ofthe Equipment.Without Lessor's written permission,Lessee may not attempt to or actually:(i)pledge,lend,create a security interest in,sublet,exchange,trade,assign,swap,use for an allowance or credit or othenivise;(ii)allow another to use;(iii)part with possession;(iv)dispose of;or (v) remove from the location of installation,any item of Equipment.If any item of Equipment is exchanged, assigned,traded,swapped,used for an allowance or credit or otherwise to acquire new or different equipment {the "New Equipment")without Lessor's prior written consent,then all of the New Equipment will become equipment owned by Lessor subject to this Agreement. 8.Indemnity _ Lessee lndemnifies Lessor and holds Lessor,Its officers,agents,and employees harmless of and from all losses,damages,claims,demands,or liability of any kind or nature whatsoever,including legal expenses and attorneys‘fees and costs arising from or related to the use,condition,or operation of the Equipment,and by whomsoever used or operated. 9.Maintenance,Damage,and Destruction Lessee must,at its own expense,at all times keep the Equipment in good and efficient working order, condition,and repair,and must keep and maintain on the Equipment such identification of ownership as Lessor may require.Lessee will be responsible for normal maintenance such as changing HVACfilters, light bulbs,janitorial services,cleaning HVAC coils,and other minor repairs.Lessee bears the risk of damage,theft,or destruction of the Equipment from every cause,and must make all replacements, repairs,or substitution of parts or Equipment at its expense,all of which will constitute an accession to the Equipment,and title ofthe Equipment will vest in Lessor.Should the Equipment be damaged by any reason and be capable of repair,Lessor may repair the same at Lessee's expense,or at Lessor's option, Lessee must repair the same at Lessee's expense to Lessor's specifications,as quickly as circumstances permit.Lessee will be responsible for all damages caused by moisture or water intrusion not reported promptly to Lessor for correction and repair.Lessee will not move Equipment without written permission of Lessor.Upon the total loss of any or all the Equipment,to such an extent as to make the repair of the Equipment uneconomical in Lessor's sole opinion,Lessor may declare the Equipment a "Total Loss.-Upon a Total Loss of the Equipment,Lessee must pay Lessor on the next day for the payment of rent:the rent then due,plus the full replacement value ofthe Equipment had a Total Loss not occurred,less all insurance proceeds actually paid or assigned to Lessor from the insurance maintained by Lessee,plus all applicable taxes and fees and transfer taxes {together,the "Total Loss Amounts").Upon Lessor's receipt of the Total Loss Amount,Lessee's lease obligations will terminate and Lessor will transfer available ownership documents,if any,to Lessee,unless Lessor agrees in writing to dispose of the Equipment and at Lessee's sole cost and expense. 10.Inspection by Lessor Lessor may inspect the Equipment at any reasonable time,and has the right to post any notice of non- responsibility or any other notice protecting its interest. 4 Agenda Item #8.C. 11 Sep 2023 Page 86 of 91 ..II I ‘I It I .-‘-’-I '-I - -I I-‘VIE \II :“"' I ,I .--I....-.I I I I I 'II 'II I II ..- -,,_ .. I HII ''''I ;--I .‘I ‘ I 'III I ._..-IL‘.I -. .I I I I .‘I 'I . I I‘ I'‘I If I I I II 'II I 1'‘‘I-.I...-4 I T A .II -- II I ‘ III ‘I I ..‘ -'.~-.-.f -t—-— I A 'I H II I I > .L ‘I I 'I I I I I -'III ' I I 'I '["l ''“: I I I I I : w 11.Accidents and Claims Within 24 hours after any accident involving Equipment,Lessee must notify Lessor by telephone and within 48 hours notify Lessor in writing.Said report must state the time,place,and nature ofthe event; the damage sustained;the addresses of persons involved,persons injured,and witnesses;and any other information relating to said event,and must promptly fonlvard to Lessor all correspondence,notices,or documents received in connection with any claim or demand relating to the Equipment or its operation and must aid in the investigation and defense of all such claims and demands.Nothing in this section modifies the provisions of Article 8 above,in which Lessee holds Lessor harmless and indemnifies Lessor against all these matters,and Lessor will have no responsibility to take any actions in the event of such casualty.Rent will continue to be charged on damaged Equipment until a final settlement check has been received from Lessee's insurance provider in an amount adequate to compensate Lessor. 12.Non-Liability of Lessor Unless caused by Lessor's gross negligence,Lessor will not be liable to Lessee for any loss,damage,or expense of any kind or nature caused directly or indirectly by the Equipment,or by the use, maintenance,operation,handling,or storage ofthe Equipment,or for the loss of Lessee's business,or damages whatsoever or howsoever caused. 13.Default Each ofthe following events is an "Event of Default"as the term is defined in any agreement between the Parties: a)If Lessee fails to pay when due any payment or any other amount owing; b)If Lessee fails to perform any other term,covenant,or condition of this Agreement or any other agreement between the Parties on Lessee's part to be observed or performed. c)If Lessee files for relief under any bankruptcy or similar law for the relief of debtors,or if Lessee makes any assignment for benefit of creditors,or if a receiver is appointed to take possession of any of the assets of Lessee,or any involuntary bankruptcy is filed against Lessee. d)If Lessee considers itself insecure. Upon an Event of Default,the Equipment and any rights of Lessee in the Equipment will be surrendered to Lessor.Lessor may take possession of the Equipment and is authorized by Lessee to enter upon any premises of Lessee without notice for the purpose of taking possession ofthe Equipment.Lessor may retain all rents and any other amounts paid by Lessee under this Agreement.Repossession by Lessor or the surrender ofthe Equipment to Lessor will not affect the right of Lessor to recover from Lessee any and all damages that Lessor will have sustained by reason of the breach of any ofthe covenants,terms, or conditions of this Agreement.Lessee will continue to be responsible for all the rental payments for the remainder ofthe term ofthis Agreement and for the payment of any other amounts owing.Nothing in this paragraph is a limitation on Lessor's right to damages.Upon an Event of Default,Lessor may: a)relet the Equipment or any portion of the Equipment for such periods,at such rental amounts as it considers reasonable.After deducting its costs and expenses in such reletting, may apply any net proceeds received to the amounts payable by Lessee under this Agreement,or b)sell the Equipment or any portion of the Equipment,and after deducting its costs and expenses in connection with said sale or sales,apply the net proceeds to the amounts payable by Lessee under this Agreement.Lessee must pay any deficiency,as determined by the amount the net proceeds of said sale or reletting is less than the amount to be paid by Lessee under this Agreement,or Agenda Item #8.C. 11 Sep 2023 Page 87 of 91 u I I c)cancel and terminate the entire Agreement,and any and all separate Rental Orders made under this Agreement.Lessor,at its sole option,may recover from Lessee the worth,at the time of the termination,of the excess between:(a)the amount of rent and charges equivalent to rent reserved under this Agreement for the remainder ofthe term ofthe Equipment and (b)the then reasonable rental value ofthe Equipment for the remainder of the stated term.Lessor will have all other remedies In its favor existing in law,equity,or bankruptcy,and the remedies in this Agreement will be cumulative and not exclusive. 14.Cross-Default Lessor and Lessee may supplement this Agreement with schedules and amendments.In addition,Lessor and Lessee may enter into additional lease agreements or sale agreements with each other.A default under this Agreement also constitutes a default under every other agreement the Parties may have with each other.Further,a default under any agreement between Lessor and Lessee constitutes a default under this Agreement. 15.Return of Equipment,Termination of Agreement At the end ofthe Term,Lessee must cause the Equipment to be returned to Lessor at any location designated by Lessor.Lessor,in its sole discretion,will determine how the Equipment will be returned to it,and Lessee will provide Lessor with at least fourteen (14)working days‘advance notice of its return. The Equipment must be "broom clean''and in the same condition as delivered to Lessee,ordinary wear and tear excepted.Termination will become effective only when the Equipment has been returned to Lessor as provided in this Agreement and Lessee has paid Lessor all unpaid rental and other charges applicable to the Equipment.Lessee agrees that before the return of the Equipment to Lessor or upon notice of its repossession,Lessee must immediately disconnect all utilities connected to the Equipment, remove all the Lessee's personal property from the Equipment,and vacate the Equipment so that the Equipment can be returned to the Lessor.Whenever Lessor or its agents pick up or repossess the Equipment,Lessee must remove any barriers or restrictions to make the Equipment readily accessible for removal by truck,without additional inconvenience or expense.Allsite restoration is the responsibility of Lessee.Lessor will not be liable for keeping or storing any personal property of the Lessee left in,on or around the Equipment;such property will be treated as abandoned by Lessee and Lessee consents to the disposal of such personal property by Lessor,at Lessee's expense.Any accessories in addition to Iha returned Equipment are part ofthe Equipment and the property ofthe Lessor.Lessee must reimburse Lessor for all costs incurred related to returning the Equipment,repairing the Equipment,cleaning debris,trash,or personal property left in the Equipment,or otherwise restoring the Equipment to its condition when delivered,ordinary wear and tear excepted.Lessee indemnifies, defends,and holds Lessor harmless from all claims of Lessee or third parties arising from any return, retaking,or repossession of the Equipment. 16.Early Termination If a minimum term is noted on page 1 ofthe Rental Order,this provision applies. The Parties are unable to ascertain the actual damages Lessor will incur if Lessee terminates this Agreement before the Equipment's Minimum Initial Term expires ("Early Termination").As a reasonable forecast of damages expected to occur upon Early Termination,in addition to all amounts due and owing before the Early Termination and all of Lessor's costs and expenses caused by the Early Termination,Lessee must pay Lessor the following: a)Ifthe Equipment is new custom-built Equipment at the start date of the Minimum Initial Term,Lessee must pay 100%of all remaining lease payments and all other amounts that would have been due under the Equipment's Rental Order had the Early Tennination not occurred,less the net proceeds,if any,of 6 Agenda Item #8.C. 11 Sep 2023 Page 88 of 91 4; h M1 = n n nu . n ;r: u :x.».-M .1 1‘;_- I :rl :n ‘.r ..' .um. :I‘ I T!n n ..n n ='1.n . N u n.In :n u 4 1 re-letting the Equipment after deducting all of Lessor's expenses incurred in connection with the re- letting. b)Ifthe Equipment is standard stock Equipment at the start date of the Minimum Initial Term,Lessee must pay 50%of all remaining lease payments and all other amounts that would have been due under the Equipment's Rental Order had the Early Termination not occurred,less the net proceeds,if any,of re-letting the Equipment after deducting all of Lessor's expenses incurred in connection with the re- letting. 17.REPOSSESSION LESSEEACKNOWLEDGESTHAT,UNDER ARTICLE13 OF THIS AGREEMENT,LESSORHAS BEENGIVENTHE RIGHTTO REPOSSESSTHE EQUIPMENTSHOULDAN EVENTOF DEFAULTOCCUR.LESSEEWAIVES THE RIGHT,IF ANY,TO REQUIRELESSORTO GIVELESSEENOTICEAND A JUDICIALHEARINGBEFORE EXERCISINGSUCH RIGHTOF REPOSSESSION. 18.Limited Warranty EXCEPTAS SPECIFICALLYPROVIDED IN THISSECTION,LESSORDISCLAIMSANYAND ALLWARRANTIES, EXPRESSEDOR IMPLIED,RELATINGTO THE EQUIPMENTAND ANY MAINTENANCEOR REPAIRWORK PERFORMED BYLESSOR,INCLUDINGANYWARRANTIESOF MERCHANTABILITY,SUITABILITY,OR FITNES SFORAPARTICULARPURPOSE.LESSEEACKNOWLEDGESTHAT IT IS NOT RELYINGON LESSOR'SSKILLOR JUDGMENT TO SELECTOR FURNISHGOODS SUITABLEFOR ANYPARTICULARPURPOSEAND THAT THER EARENOWARRANTIESCONTAINEDINTHISAGREEMENTORANYOTHERAGREEMENTWITHLESSOR. 19.Limitation of Liability IN NO EVENTWILLLESSORBE LIABLETO LESSEEOR TO ANYTHIRD PARTYFOR ANYLOSSOF USE, REVENUE,OR PROFIT [OR LOSS OF DATA OR DIMINUTIONIN VALUE],OR FOR ANYCONSEQUENTIAL, INCIDENTAL,INDIRECT,EXEMPLARY,SPECIAL,OR PUNITIVEDAMAGES,WHETHERARISINGOUT OF BREACHOF CONTRACT,TORT (INCLUDINGNEGLIGENCE),OR OTHERWISE,REGARDLESSOF WHETHER SUCH DAMAGEWAS FORESEEABLEAND WHETHEROR NOT LESSORHAS BEENADVISEDOF THE POSSIBILITYOF SUCH DAMAGES,AND NOTWITHSTANDINGTHE FAILUREOF ANYAGREEDOR OTHER REMEDYOF ITS ESSENTIALPURPOSE. IN NO EVENTWILLLESSOR'SAGGREGATELIABILITYARISINGOUT OF OR RELATEDTO THIS AGREEMENT ,WHETHERARISINGOUT OF OR RELATEDTO BREACHOF CONTRACT,TORT (INCLUDINGNEGLIGENCE), OR OTHERWISE,EXCEEDTWO (2)TIMESTHE AGGREGATEAMOUNTS PAID OR PAYABLETO LESSOR UNDERTHE APPLICABLERENTALORDER. 20.Lessor's Assignment Lessee agrees that nothing contained in this Agreement will prohibit the Lessor,its assigns,and successors from selling,assigning and transferring all of its right,title,and interest in and to this Agreement,the property described in this Agreement,and all monies to become due under this Agreement. 21.Attorney's Fees and Costs If Lessee defaults,Lessor is entitled to recover from Lessee,in addition to all other Items of damages,all costs and expenses,including court costs and reasonable attorneys’fees incurred by Lessor to enforce its rights and remedies under this Agreement. 22.Financing Statement Agenda Item #8.C. 11 Sep 2023 Page 89 of 91 II .:I ---I :'I ' I I I I E "' I I I 4 I II .‘ J.:'-' .II I II I: ' 2 I III -.»-I I I II I -I ..- I I ..II .I I E ‘I I1 -.. E ... II .I I I ‘ I .: I I I I -II II; II I '-_ I I II _I I II rI I I "'.|I I I.‘I..-. LIII."'I 5.;"III II I ;H I ' A ,:,II ,.. I II ''I III II I I -I I I I I -I - II I I I III __-III.I.I I''II ‘ I I‘ , I .I1 .I I II =.I .- .'I‘V‘ II,—-I I M I ___: I ___II III I '1 I I I "I II I I I ,I,II I;II ;|I ' »;::'H! S --1 I -‘I .I II -I II »I .II I I__,I .I I I I H I II ' I II ._I .I In I II I .I I"I'I II Lessor is authorized by Lessee to cause this Agreement or other instruments,including Uniform Commercial Code Financing Statements,to be filed or recorded for the purposes of showing Lessor's interest in the Equipment.Lessee agrees to execute any such instruments as Lessor may request from time to time. 23.Miscellaneous Time is ofthe essence regarding this Agreement.This Agreement may be signed in any number of counterparts and each will constitute a duplicate original.The Parties agree to execute,or if required, acknowledge such further counterparts of this Agreement or any other documents as may be necessary to comply with the provisions of any applicable law at any time In force which requires the recording of filing of this Agreement or a copy of this Agreement in any public office of the United States or any state or political subdivision,and Lessee agrees to pay the fees or charges imposed by law for any such mandatory filing or recording as well as the amount of any stamps or documentary taxes,federal or state,levied or assessed on this Agreement.The relationship between the Parties is that of Lessor and Lessee and Lessee's only interest under this Agreement is as a Lessee.Lessee does not have and will not acquire any right,title,interest,or equity whatsoever in the Equipment.The Equipment will remain the sole property ofthe Lessor.The Equipment will remain personal property regardless of its use or manner of attachment to realty. This Agreement was jointly drafted by the Parties,and the Parties agree that neither should be favored in the construction,interpretation,or application of any provision or any ambiguity.There are no unwritten or oral agreements between the Parties.This Agreement,and any schedules or amendments, constitute the entire understanding and agreement between Lessor and Lessee with respect to the lease of the Equipment superseding all prior agreements,understandings,negotiations,discussions, proposals,representations,promises,commitments,and offers between the Parties,whether oral or written.The provisions of the Agreement are primary,and no provision of this Agreement will be waived,amended,discharged,or modified orally or by custom,usage,or course of conduct,unless such waiver,amendment,or modification is in writing and signed by an officer of each of the Parties. This Agreement,the Rental Orders,lease schedule(s),attached riders,and any documents or instruments issued or executed under this Agreement will have been made,executed,and delivered in, and will be governed by the internal laws (as opposed to conflicts of law provisions)and decisions ofthe State of Minnesota.Lessee and Lessor consent to the exclusive jurisdiction of any local,state,or federal court located within Minnesota.Venue must be in Minnesota,and Lessee waives local venue and any objection relating lo Minnesota being an improper venue to conduct any proceeding relating lo this Agreement.Provisions of this Agreement are severable,and the invalidity of any provision will not affect the validity of any other provision. It is the policy of Satellite Shelters,|nc.,not to discriminate against any employee or applicant for employmentbecause he or she is an individual with a disability or a protected veteran.We encourage you to do the same. 24.Notices All notices,requests,consents,claim,demands,waivers,and other communications under this Agreement must be in writing,and such notices will become effective when deposited in the United States mail,with proper postage prepaid,addressed to the Parties at such respective addresses appearing in this Agreement,or at such other addresses either Party may from time lo lime notify the other in writing. Agenda Item #8.C. 11 Sep 2023 Page 90 of 91 I’:. |-'..I I V ‘I :‘V I H I.,._“..|-3 ..I .I ‘ -..I .u '.u I .- 25.Net Lease This Agreement is a net lease and Lessee's obligations to pay all lease charges and other amounts payable under this Agreement are absolute and unconditional and,except as expressly provided in this Agreement,will not be subject to any:(i)delay,abatement,reduction,defense,counterclaim,set-off,or recoupment;(ii)Equipment failure,defect or deficiency;(iii)damage to or destruction of the Equipment; or (iv)dissatisfaction with the Equipment or otherwise,including any present or future claim against Lessor or the manufacturer,supplier,reseller,or vendor of the Equipment.Except as expressly provided, this Agreement and any Rental Orders will not terminate for any reason,including any defect in the Equipment or Lessor's title of the Equipment or any destruction or loss of use of any item of Equipment. 26.Credit Lessor has the right to require two (2)years‘audited financial statements periodically and other documentation from Lessee for credit approval.Lessor specifically reserves the right to refuse acceptance of any additional Rental Orders to this Agreement if Lessee is in arrears on payment,or inadequate security or credit Information is provided by Lessee. 27.Billing,Interest,and Late Charges Invoicing will be done on,a monthly basis.If payment is not received on the due date indicated on an invoice,to compensate Lessor for damages caused by Lessee's failure to pay on lime,Lessee must pay interest on all late payments in an amount equal to the lesser of:(a)one and one-half percent (1 ‘/2%) per month,or (b)the maximum percentage allowed by law,calculated daily and compounded monthly. LESSEEWILLBE BILLEDON A 28—DAYCYCLEIN ADVANCE.LESSORWILLNOT PRORATEANY FRACTIONOF A BILLINGCYCLE. Agenda Item #8.C. 11 Sep 2023 Page 91 of 91