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046-Clark-Site 10 Cattle GrazinASSIGNMENT OF LEASE KNOW ALL MEN BY THESE PRESENTS: LS— cDel� This written Assignment of Lease made and entered into this 15th day of April, A.D. 1997, by and between ALBERT CLARK, hereinafter referred to as "Lessee ", and BAKER FARMS, INC., a Florida corporation, hereinafter referred to as "Sublessee", whose address is 2050 Pine Way Road, Sanford, FL 32773, and the CITY OF SANFORD, FLORIDA, hereinafter referred to as "City ", a municipal corporation organized and existing Under the laws of the State of Florida; WITNESSETH 1. The Lessee hereby acknowledges receipt of the sum of TEN DOLLARS ($10.00) and other valuable consideration from the Sublessee for the assignment of all of Lessee's right, title and interest in that certain Agreement dated July 13, 1994, between the City and the Lessee. 2. The Lessee does hereby grant, bargain, sell, assign, transfer and set over all of his right, title and interest in said Agreement to the Sublessee as of April 15, 1997. 3. The Lessee hereby warrants to the Sublessee that the Lessee is not in default under any of the terms and conditions of the Agreement as of April 15, 1997. 4. The Sublessee hereby agrees to assume all of the obligations and duties of the Lessee required to be performed under said Agreement dated July 13, 1994, between the Lessee and the City. 5.° The City, pursuant to paragraph 24 of said Agreement dated July . 13, 1994, does hereby consent to the assignment and subletting of the lease agreement to BAKER FARMS, INC., a Florida corporation, Sublessee. IN WITNESS WHEREOF, the parties hereto have caused these presents to be executed in their names as of the day and year first above written. Signed, sealed and delivered in the presence of: 'J ¢moo L . A to Albert ClaYk As to City of Sanford ,� d" t, < (SEAL) Albert Clark Lessee BAK;oe FARMS, IN . By: Baker Title: 1 Y, _ + C71 Sublessee THE CITY OF SANFORDA FLORIDA a Muni al Cor on rry A. Dale Mayor Attest: _ C;'ty Clerk City STATE OF ) COUNTY ) I HEREBY CERTIFY that on this day, before me, an officer duly authorized to administer oaths and take acknowledgments, personally appeared ALBERT CLARK, known to me to be the person described in and who executed the foregoing instrument, who acknowledged'before me that he executed the same, that I relied upon the following form of identification of the above -named person: Personally known,; and that an oath was taken. 07TNESS Y and and off' *al seal in the County and State last aforesaid `:.his c!N_ day of ���, A.D. 997 is - Smote of 2 My commission expires: March 9, 2000 STATE OF FLORIDA COUNTY OF SEMINOLE I HEREBY CERTIFY that on this day, before me, an officer duly authorized in the State and County last aforesaid to take acknow T led ents, personally appeared JOE BAKER, well known to me to be the ps c�enk_ of BAKER FARMS, INC., a Florida corporation, who acknowledged executing the foregoing instrument freely and voluntarily under authority duly vested in him by said corporation and that the seal affixed thereto is the true corporate seal of said corporation; that I relied upon the following form of identification of said person: Personally known; and an oath was taken. WITNESS my hand and official seal in the County and State last aforesaid this �S` day of `�— A.D. 1997. o Uommisswn No. LL' 312131 MN o,Ll Q nf�4 R t�yComTss;onExp<esos03/98; Notary Public -State of Florida < 1- 900 NOTA}iY - F!n. Nmvy Service Q IfoMiot Co. � STATE OF FLORIDA COUNTY OF SEMINOLE I HEREBY CERTIFY that on this day, before me, an officer duly authorized in the State and County last aforesaid to take acJcnowle m nts, personally appeared LARRY A. DALE and lL nry uu�dE/LZ% well known to me to be the Mayor and City Clerk, respec ' ely; of the CITY OF SANFORD, a municipal corporation organized and existing under the laws of the State of Florida, who acknowledged executing the foregoing instrument freely and voluntarily under authority duly vested in them and that the seal affixed thereto is the true seal of said municipality; that I relied upon the following form of identification of said persons: Personally known; and an oath was taken. WITNESS my hand and of icia seal in the County, State last aforesaid this day of un A.D. 1997. CV a Public - StaIe of Florida III \ JOYCE 6l HIGGINS 1 \ Notary public, State of Florida 1Ay comm. expires Nov. la, 1997 No. =Mg Bonded lh!u Askon AHancy. Inc. 3 y ON- of Sanford, Florldd P.O. Box 1788.32 772 -1 788 Telephone (407) 330 -5684 5600 Fax (407) 330 -5606 June 16, 1997 Thomas A. Speer, P.A. Attorney at Law P. O. Box 1364 Sanford, Florida 32772 RE: Assignment of Lease Dear Tom: I am pleased to forward herewith two (2) fully executed copies of the Assignment of Lease document approving the assignment of the lease between the City of Sanford and Albert Clark to Baker Farms, Inc. The Sanford City Commission authorized execution of this document at the Regular Meeting on June 9, 1997. As outlined in your letter, please forward fully executed copies to Mr. Clark and Mr. Baker. Very truly yours, � W. A. Simmons, P. City Manager WAS /acd Enclosure cc: City Clerk ✓ ( #8Cvt)a:11et[er\.Sp=.Tom "The Friendly City" . 1440 of Sanford, F1 P.O. Box 1 788 - 32772-1788 �d Telephone (407) 330 -5601 Fax (407) 330 -5666 July 26, 1994 Mr. Albert Clark P. 0. Box 119 Osteen, FL 32764 RE: SITE 10 CATTLE GRAZING LEASE Dear Mr. Clark: L -®46 On July 25, 1994, the Sanford City Commission authorized the outleasing to you of the approximately 918 acre parcel comprising a portion of Site 10. One fully executed copy of the lease proposal submitted by you on July 13, 1994, is returned herewith. Please contact me as soon as possible to complete administrative matters associated with this lease and to discuss any other matters of mutual concern. Very truly yours, William A. Simmons, P.E. City Manager WAS /dc cc: City Clerk Utility Director Bill Holmes /Conklin, Porter and Holmes Engineers, Inc. "The Friendly City" AGREEMENT THIS AGREEMENT is made and entered into on this 13th day of July, 1994 , between the CITY OF SANFORD, FLORIDA, hereinafter referred to as "CITY ", a municipal corporation organized and existing under the laws of the State of Florida, and ALBERT CLARK hereinafter referred to as LESSEE, axB h, whose address is P. o. Bo x 119 Osteen, Florida 32764 WITNESSETH: That the parties hereto for and in consideration of the mutual covenants herein contained and in consideration of the payments and undertakings herein mentioned, made and to be made, have respectively promised unto and covenanted and agreed each with the other as follows: 1. Premises In consideration of the covenants and agreements hereinafter made, reserved and contained on the part of LESSEE to be observed and performed, the CITY leases to LESSEE and LESSEE rents from the CITY, that certain 918 acre (approx.) parcel of real property located in Seminole County, Florida, and more particularly described in Exhibit "A ", attached hereto and made a part hereof by reference, and shall hereinafter be referred to as the "Subject Property ". The Subject Property shall be used by LESSEE for the operation of cattle raising as more particularly described herein below. It is acknowledged and agreed by the parties that the CITY may approve a golf course development or other development on the Subject Property. Towards that end, the (Agreement \SitelO.Cattle) 1 A/►'., CITY shall have the sole and exclusive right to decrease the number of acres of the Subject Property leased to LESSEE at any point in time during the term of this Agreement. 2. Use of Reclaimed 14ater on Subject Property (a) The Subject Property comprises a total of 918 acres (approx.). LESSEE shall utilize reclaimed water supplied by the CITY on approximately 607.5 acres of improved pasture. Said pasture acres have been planted in Pensacola and Argentine Bahia in 1993 by the CITY. The CITY and LESSEE expressly acknowledge and agree that the CITY has obtained a permit from the FDEP for the planting and operation of improved pasture or hay production on the Subject Property. In accordance with the- conditions of the FDEP Permit #DC59- 186526 (Modification, dated September 9, 1992), LESSEE shall secure suitable cattle to stock the pasture in numbers equal to one cow or heifer per three (3) acres of improved pasture. Grazing and the loading rate per feed area shall be managed by LESSEE based on the progress of pasture maturity so as not to over graze the pasture or harm its establishment. In the event the allowed or selected numbers of cattle are unable to manage the grass growth rate during the term of this Lease, the LESSEE shall provide suitable maintenance mowing to prevent excessive growth. During the term of this Agreement,- the LESSEE shall and the City may also direct the LESSEE to replant portions of the pasture grass fields where suitable coverage is damaged by cattle. Overseeding with temporary grasses based on seasonal needs is also encouraged where (Agre at \SitelO.Cattle) 2 such competition will not retard or replace the permanent grass crop (i.e., winter Rye). The Subject Property shall be used by LESSEE for a cow /calf operation. LESSEE will not permit the Subject Property to be used for any other unauthorized purpose or for any unlawful purpose. (b) LESSEE shall accept and use reclaimed water produced by the CITY as more fully and specifically described herein. (c) The City shall apply and the LESSEE shall use reclaimed water delivered by the CITY for pasture irrigation. LESSEE's use of the reclaimed water for pasture irrigation shall be consistent with all local, state and federal regulations. In no event will LESSEE discharge reclaimed water directly to surface waters of the State of Florida without written authorization from the Florida Department of Environmental Protection ( "FDEP ") and any other applicable agency. The City will only apply reclaimed water for pasture irrigation in a manner authorized by the EPA, and the FDEP on the Subject Property. LESSEE will take all reasonable precautions, including signs and labeling, to prevent confusion between reclaimed water sources and other water sources. LESSEE shall be solely and exclusively responsible for the use of reclaimed water for cattle consumption. 3. Term of Agreement and Effective Date. This Agreement shall become effective immediately .upon the date which this Agreement is last signed by either the CITY or LESSEE. The term of this Agreement shall be for a period of ten (10) years. 4. Cattle Expertise Required. The CITY recognizes and (Agreement \SitelO.Cattle) 3 acknowledges the requisite cattle expertise of LESSEE as currently comprised by the following officers or directors: LESSEE agrees to maintain, at all times at least one experienced cattle ranger as "an officer or director of LESSEE. 5. Pastures. The CITY shall have the right to hire a agriculturist to inspect the pasture prior to LESSEE introducing cattle and make periodic inspections while the pastures are being grown and during the term of this Agreement. 6. Payment to City. (a) LESSEE agrees to pay annually to the CITY R.C• cow /calf unit $ 25.00 per acre of improved pasture or $ 65.00 per mad of cattle, annual average, allowed by FDEP. Said annual payments to the CITY shall be made by LESSEE at time of lease execution and annually thereafter on the effective date of the lease. 7. Right of First Refusal. The CITY grants to LESSEE upon expiration of the term of this Agreement, if LESSEE is not in default under the terms of this Agreement, the first right of refusal to lease the Subject Property if the CITY decides to lease said property for cattle. nothing contained herein shall be construed to obligate the CITY to lease the Subject Property at the termination of this Agreement. 8. Installation of Subsurface and Surface Components of Irrigation System. The CITY has installed, at its sole cost and expense, the surface and subsurface components of the seepage (Agreement \SitelO.rattle) 4 irrigation system; herein after referred to as the "Irrigation System." Said Irrigation System generally includes, but is not limited to, the pumping station, subsurface pipes, valves, surface distribution swales, holding, ponds, and stormwater management system. Any damage caused to the Irrigation System as a result of the acts, omissions or negligence of LESSEE, its agents, employees, officers or invitees shall be repaired by the CITY at the sole cost and expense of LESSEE however, LESSEE may perform repairs to the. surface distribution swales, ditches and holding ponds required as result of damage from cattle or LESSEE's acts. Routine maintenance and regrading of surface distribution swales system required as_ result of natural siltation shall be the responsibility of the CITY. 9. Alternate Irrigation Water Source. LESSEE may apply for a consumptive use well permit for an on -site well to be used as a- backup water supply for seepage irrigation or cattle consumption in the event that City reclaimed water is not available or useable for cattle consumption. No such backup water source shall be utilized for seepage irrigation by LESSEE unless or until the City reclaimed water supply is reduced or eliminated. To the extent that City reclaimed water is available, LESSEE shall utilize the City reclaimed water for irrigation before the well water. If permitted by the FDEP, LESSEE may hook up said well to the Irrigation System. LESSEE shall be responsible for all costs and expenses associated with the construction, maintenance and repair of said well and for obtaining all required permits. Upon termination of this (Agreement \SitelO.Cattle) 5 Agreement, said well shall become the property of the CITY and revert to the CITY in fee simple absolute without any payment to LESSEE for same. 10. Maintenance of Irrigation System. LESSEE shall be responsible for.the routine maintenance of the surface Irrigation System resulting- his operation, or cattle actions including but not limited to, the grade control structures, irrigation ditches, drainage ditches and lateral swales at the sole cost and expense of LESSEE. The CITY shall maintain the subsurface Irrigation System, including buried pipelines, valve control systems, valve vaults and boxes, and underground valves, switches, pump stations, intake strainers and holding ponds, periodic regrading of ditches and swales because of natural siltation. The CITY shall regularly monitor the Irrigation system. 11. Volume of Water. (a) LESSEE expressly agrees to accept and use from the CITY a volume of 1.88 million gallons daily (MGD) of reclaimed water on 607.5 acres of improved pasture on the Subject Property resulting in an annual use of the volume of 687.4 million gallons of reclaimed water on the Subject Property. Should the CITY reduce the acreage leased under this Agreement, as provided for in Section 1, the reclaimed water usage, daily and annual, shall be reduced 0.0030946 MGD /1.1315 MG per year per acre of improved pasture deleted, respectively. The CITY may, at its sole discretion and cost, install appropriate meters so that the volume of reclaimed water used by LESSEE may be monitored. (Agreement \SitelO.Cattle) 6 (b) Both parties recognize that adverse weather conditions may necessitate modification of the daily volume of reclaimed water established in Paragraph 11(a) on a temporary basis. LESSEE shall have the right to restrict or refuse the use of reclaimed water on the Subject Property for a consecutive period of no more than • ten (10 ) calendar days in the event of adverse weather conditions. Both parties also recognize that adverse weather conditions may result in a need for reclaimed water greater than the volume set forth in Paragraph 11(a). LESSEE shall have the right to temporarily -draw additional water, subject to availability of reclaimed water supplies, in the event of adverse weather conditions. Notice of the exercise of these rights by LESSEE shall timely be provided in writing to the CITY. LESSEE expressly agrees that the exercise of these rights shall not result in a change to the annual use of the volume of 687.4 million gallons of reclaimed water on the Subject Property. The City Manager may authorize in writing additional temporary rights but in no event shall said temporary rights decrease the annual use of the - volume of 687.4 million gallons of reclaimed water on the Subject Property by LESSEE. (c) If the CITY's storage, transmission or distribution . system fails, then delivery of reclaimed water under the requirements of this Agreement may be interrupted or limited in quantity. The CITY shall not be held responsible for any damage or loss of any type whatsoever sustained.by LESSEE as a result of the reduction, interruption or cessation of the delivery of reclaimed (Agreement \SitelO.Cattle) 7 water by the CITY to LESSEE. (d) In the event of a change in existing regulations promulgated by the FDEP concerning the use or distribution of reclaimed water for pasture irrigation (cattle grazing), or in the event of changes in technology, or in the event of any change in the CITY's need to provide the quantities of water established in Paragraph 11(a), herein, then 1) the CITY shall give LESSEE no less than three (3) months notice of any anticipated reduction in water supplied to LESSEE; 2) the CITY shall cooperate with LESSEE in applying for a consumptive use permit for an on -site well in order to maintain the irrigation needs of LESSEE as agreed in Paragraph 10 herein; 3) the CITY may decrease the volume of reclaimed water supplied to LESSEE, but shall not reduce said supply of reclaimed water for irrigation purposes below the amount of 0.0621 MGD unless provided otherwise herein; and 4) the CITY shall not be held responsible for any damage or loss of any type whatsoever sustained by LESSEE as a result of the reduction, interruption or cessation of the delivery of reclaimed water by the CITY to LESSEE. 12. Reclaimed Water Quality. The reclaimed water delivered by the CITY will meet all applicable local, state and federal water quality regulations for reclaimed water for pasture grass irrigation. If the reclaimed water fails to meet applicable FDEP (Agreement \SitelO.Cattle) 8 water quality regulations, then the CITY shall immediately notify LESSEE and the CITY and LESSEE shall immediately cease irrigation of the Subject Property. 13. Improvements. The parties expressly acknowledge and agree that LESSEE shall at its sole cost and expense have the right to construct in strict compliance with all applicable local, state . and federal regulations a storage facility, a cattle holding/ working facility, a pole barn, portable cattle pens and internal fencing. The actual location of said structures shall be subject to CITY approval, which approval shall not be unreasonably withheld. LESSEE shall obtain at its sole cost and expense all required permits and the CITY shall cooperate in the FDEP permitting process to the extent necessary. LESSEE shall not construct any other capital improvement, structure or building on the Subject Property without written approval from the City Commission and compliance with all local, state and federal laws. Upon termination of this Agreement, all improvements, buildings„ and structures constructed by LESSEE on the Subject Property shall become the property of the CITY and revert to the CITY in fee simple absolutes ~ 14. Maintenance of Improvements. LESSEE shall maintain the appearance of all roadways, parking areas, entrance and exit ways on the Subject Property all as to ordinary wear and tear taking into consideration the nature of the cow /calf operation. LESSEE shall be responsible for repair of said roadways, entrance and exit ways, and parking lots required as a result of the acts, omissions (Agreement \SitelO.Cattle) 9 or negligence of LESSEE, its agents, employees, patrons, contractors, licensees or invitees. LESSEE shall maintain and repair all structures and improvements constructed on the Subject Property by LESSEE. The CITY , shall repair or replace„ as needed, the roadways, parking areas, entrance and exit ways caused by normal wear and tear. 15. Fencing. LESSEE shall install, at its sole cost and expense, the fencing more particularly depicted in Exhibit "B ", which is attached hereto and incorporated herein (Approximately 4.6 miles). LESSEE shall maintain and repair as necessary the CITY installed security fence and the additional fencing specified for LESSEE installation on Exhibit "B ", and hereinafter. LESSEE shall have the authority to remove or eliminate pests which breach said security fence as provided by law. LESSEE shall install, at its sole cost and expense, internal fencing to exclude cattle from stormwater ponds, mitigation areas, archeological sites, pump station and holding ponds, lake buffer area west of ponds C -1 and C -2A, C -2B, B -2 and A -2 and as otherwise directed by the City or Regulatory Agencies. Exhibit "B" depicts fencing required by the City. LESSEE may install additional fencing required for cattle management within the leasehold area. LESSEE shall maintain all fencing installed under this section. 16. Access to Pump Station. LESSEE shall not have access to the pump station. The CITY shall regulate and control the timing of the seepage irrigation to the Subject Property. LESSEE shall contact the CITY when it is necessary for the CITY to adjust the (Agreement \SitelO.Cattle) 10 r». ,--, system or make regular and emergency repairs to the Irrigation System. The CITY shall provide LESSEE with the names and telephone numbers of City repairmen. LESSEE shall not make any regular or emergency repairs to the pump station or changes to the irrigation system. The CITY shall promptly make all necessary adjustments. and repairs taking into consideration LESSEE EIs need to provide water to cattle if applicable. When it is necessary to utilize City employees or agents to repair the pump station or make adjustments to the system after regular business. hours or on City holidays, LESSEE shall reimburse the CITY for said expenses if said repairs are made after regular business hours or during City holidays. 17. Destruction of Pasture Grass.. As to the planting of pasture grasses on the Subject Property during the term of this Agreement, LESSEE shall be required to replant all pasture grasses that have been destroyed by cattle. The CITY may replant pasture grasses that have been destroyed by erosion, freeze,'pestilence, disease, natural disaster or acts of God. 18. Good Agricultural Practices. LESSEE shall take good care of the Subject Property, its, improvements and manage and operate the improved pasture located thereon in a creditable manner, following the agricultural practices recognized as best in the community, and suffer no waste during the term of this Agreement. The requirements and limitations of FDEP letter OCD -DL -92 -0628 of September 9, 1992 and CPH letter of August 18, 1992 (Exhibit C) shall be complied with unless /until changes are approved by FDEP and /or City. The CITY shall upon written notice from the LESSEE, (Agreement \Sit&10.Cattle) 11 I request from FDEP that the cattle loading rate be increased in specific increments to better match the experienced carrying capacity of the site. Such requests shall not be made until at least six (6) months of cattle use has documented satisfactory . runoff water quality standards and that the forage production will support an increase in numbers of cattle either seasonally or annually. 19. Indemnification. LESSEE, at its sole cost and expense, agrees to defend, indemnify and save harmless the CITY and its officers, employees and agents from and against any and all claims,. costs, demands, expenses, fines, losses, liability, damages., injury, actions or causes of action whatsoever in connection with or arising from or out of the operation, occupancy or use of the Subject Property or the sale or use of hay or cattle raised thereon, occasioned wholly or in part by any acts, negligence.or - omissions of LESSEE, its agents, contractors, employees, invitees, licensees or others. 20. Expiration or Breach of Agreement. (a) In the event of a breach or default by LESSEE in the performance of any of the covenants, conditions, or provisions of this Agreement, then the CITY may give LESSEE written notice of said breach or default and if LESSEE does not cure said breach or default within thirty (30) days after.receiving said notice, then the CITY may terminate this Agreement on not less than thirty (30), days notice to LESSEE and /or may seek damages as provided by law, and on the date specified in said notice of termination, the term (Agreement \SitelO.Cattle) 12 of this Agreement shall terminate. When this Agreement has been terminated by the CITY for breach or default by LESSEE or when the term of this Agreement has expired as provided in Paragraph 3, herein, then LESSEE shall quit and surrender the Subject Property, all buildings, improvements, wells, structures, improved pasture to the CITY and remove LESSEE's personal property. The CITY may at any time thereafter resume possession of the Subject Property, and all buildings, structures, fences, improvements, wells, and improved pasture thereon put in at the expense of LESSEE shall be the property of the CITY and shall remain upon and be surrendered with the Subject Property as a part thereof at the termination of this Agreement without any payment to LESSEE for same. If Agreement is terminated by the CITY for any reason other than non- payment of rent, such rent that has been paid shall be treated in liquidated damages. (b) In the event of a breach or default by the CITY in the performance of any of the covenants, conditions, or provisions of this Agreement, then LESSEE may give the CITY written notice of said breach or default and if the CITY does not cure said breach or default within sixty (60) days after receiving said notice of breach or default, then LESSEE may terminate this Agreement on not less than thirty (30) days notice to the CITY. (c) Except as may otherwise be specifically provided herein, no action or failure to act by the CITY or LESSEE shall constitute a waiver of any right or duty afforded to them nor of their right at all times in the future to insist upon the full and (Agreement \SitelO.Cattle) 13 complete performance of each and every term, covenant, condition and provision of this Agreement, nor shall any such action or failure to act, constitute an approval or acquiescence in any breach hereunder. 21. Insurance. The CITY shall not be held responsible or liable to LESSEE, LESSEE's employees, patrons, independent contractors, invitees, third party participants, licensees or others for any damage to personal property or for any personal injury caused by the acts, omissions, or negligence of LESSEE, its employees, patrons, independent contractors, visitors or others, or by catastrophe. LESSEE, at its own cost, shall obtain and maintain during the term of this Agreement, liability insurance written by an insurance company or companies rated "A" or higher by A.M. Best, licensed to do business in the State of Florida, for the benefit of LESSEE, which will fully protect LESSEE against any and all liability for property damage and personal injury suffered by reasons of said aforedescribed acts and use of the Subject Property, with minimum limits of Five Hundred Thousand Dollars ($500,000.00) to apply in the case of one person being injured or killed, One Million Dollars ($1,000,000.00) to apply in the case of bodily injuries to or the death of more than one person as the result of any one accident or disaster, and Five Hundred Thousand Dollars ($500,000.00) to apply in case. of property damage. LESSEE shall furnish to the CITY copies of such insurance policies and certificates, and of the renewals thereof, and said policies and certificates shall name the CITY as an additional named insured and (Agreement \Sitel0.Cattle) 14 provide that the CITY is to be given at least 30 days advance written notice of any changes, cancellations or failure to renew any policy. LESSEE shall procure workmen's compensation insurance coverage as required by law. 22. Utilities. LESSEE agrees to pay all charges for electricity fore buildings constructed by LESSEE, and other incidental uses or any LESSEE installed structures, or buildings as provided for in Paragraph 13, herein, and trash and garbage removal, as and when said charges become due and payable. LESSEE shall not permit any lien to be assessed against the Subject Property for failure to pay said charges. 23. Inspection and Access to Premises. The CITY, its agents and employees properly identified, shall have the right, at all reasonable times to enter the Subject Property or any part thereof, to inspect the same, and to' carry out any provision of this Agreement. The CITY agrees not to disturb any ongoing operations. LESSEE agrees to provide the CITY with keys to any locks installed by LESSEE as are necessary for the CITY to carry out the provisions of this Agreement. J 24. Assignment and Subletting. LESSEE shall not, without first obtaining the prior written consent of the City Commission, which consent shall not be arbitrarily and capriciously withheld, assign this Agreement or sublet the Subject Property or any part thereof, or permit the use of the Subject Property by any party other than LESSEE, its agents or employees. Any assignment, delegation or subletting effectuated without the CITY's prior (Agreement \SitelO.Cattle) 15 written consent shall be void and of no legal effect. Consent given by the CITY to any assignment or sublease of this Agreement shall not nullify this provision, and all subsequent assignments or subleases shall be made only subject to obtaining prior written consent of the CITY as required in this Paragraph. 25. Disclaimer of Representations and Warranties by CITY. The CITY does not represent or warrant that the volume of reclaimed water delivered shall increase the productivity of the land described in Exhibit " A " nor result in changes to the land, improved pasture or vegetation of any kind or be suitable for cattle consumption. LESSEE shall secure independent advice and - shall make an independent judgment as to the use of the volume of water described in Paragraph 12, herein. 26. Excuse from Performance by Gove- rrmental Acts. If for any reason during the term of this Agreement, local, regional, state or federal governments or agencies shall fail to issue, necessary permits, grant necessary approvals, or shall require any change in the operation of the treatment, transmission and distribution systems or the application and use of reclaimed water by the CITY, then to the extent that such requirements shall affect the ability of any party to perform any of the terms of this- Agreement, the affected party shall be excused from the performance of this Agreement. A new Agreement shall be negotiated, if possible, by the parties hereto in conformity with such permits, approvals, or requirements. 27. Disclaimer by Third Party Beneficiaries. This Agreement (Agreement \SitelO.CatUe) 16 is solely for the benefit of the formal parties hereto and no right or cause of action shall accrue upon or by reason, hereof, to or for the benefit of any third party not a formal party hereto. 28. Taxes. LESSEE shall pay all personal property, real property (ad valorem) and corporate taxes whether now existing or imposed in the future. LESSEE shall pay such taxes in full before becoming delinquent. LESSEE, at its sole cost and expense, shall have the right to contest, in good faith, the validity of any real property taxes levied against the Subject Property. 29. LESSEE's Environmental Representation. (a) LESSEE represents and warrants that any handling, transportation, storage, treatment or use of contaminants, pollutants, hazardous or toxic substances on the Subject Property by LESSEE, its agents, employees or contractors will be in compliance with all applicable federal, state and city laws, regulations and ordinances. (b) LESSEE agrees to defend, indemnify and save harmless the CITY and its officers, employees and agents from all claims costs, damages., demands, expenses, fines, judgments, liabilities and losses, including reasonable attorneys' fees and costs, which arise during or after the term of this Agreement from or in connection with the presence of or suspected presence of contaminants, pollutants, hazardous or toxic substances in the soil or groundwater on or under the Subject Property from the breach of Subparagraph 32 (a), hereinabove. (c) LESSEE shall carry throughout the term of this (Agreement \SitelO.Cattle) 17 �^^ ep"N'. Agreement, with an insurance company, rated "A" or higher by A. M. Best, coverage for the Subject Property sufficient to meet LESSEE 's indemnification obligations in Subparagraph 32 (b) , hereinabove, if reasonably available. . 30. Liens. LESSEE shall not allow any liens of any kind or nature to attach the Subject Property during the term of this Agreement, including, but not limited to contractors, subcontractors, taxes, fines, penalties, suppliers and laborers employed by LESSEE. LESSEE agrees to indemnify the CITY for all costs, including reasonable attorneys' fees, which are required to be expended by the CITY to litigate, satisfy, cure, bond -off, or settle any such claims so created by LESSEE. 31. Severability. If any part of this Agreement is found invalid or unenforceable by any Court, such invalidity or unenforceability shall not affect the other parts of this Agreement if the rights and obligations of the parties contained therein are not materially prejudiced and if the intentions of the parties can continue to be effectuated. To that end, this Agreement is declared severable. 32. Land Use Approvals. This Agreement shall not be construed as granting or assuring or indicating any future grant of any land use or zoning approvals, permissions, variances, special . exceptions, or rights with respect to the real property described in Exhibit " A " hereof. 33. Applicable Law and Venue. This Agreement and the provisions contained herein shall be construed, controlled, and (Agreemet t \Site1G.Cattle) 18 interpreted according to the laws of the State of Florida and venue for any action shall be located in Seminole County, Florida. 34. Address of the Parties. For purposes of this Agreement, the address of the CITY is: City Manager CITY OF SANFORD Post Office Box 1788 Sanford, Florida 32772 -1788 For purposes of this Agreement, the address. of LESSEE is: The CITY and LESSEE may, from time to time, change the address to which notices should be sent upon written notice to the other party. The change of address shall be deemed effective five (5) days after it is mailed, postage prepaid to. the other party. 35. Captions. Captions throughout this instrument are inserted for convenience and reference only, and the words contained therein shall in no way be held to explain, modify, amplify, or aid in the interpretation construction or meaning of the provisions of this Agreement, or as a limitation of the scope of the paragraph to which they refer.. 36. Entire Agreement. This Agreement contains and embodies the entire agreement of the parties hereto, and no representations, inducements or agreements, oral or otherwise, between the parties (Agreement \SitelO.Cattle) 19 not contained and embodied herein shall be of any force or effect, and the same may not be modified, changed or terminated in whole or in part, or in any manner other than by agreement in writing duly signed by all the parties hereto. 37. Time of Essence. It is understood and agreed between the parties hereto that time is of the essence for all the terms, provisions, covenants and conditions of this Agreement. 38. Mediation Required. The parties agree that no legal . action related to this Agreement shall be brought in any court of competent jurisdiction in Seminole County, Florida, unless and until the parties have first made good faith efforts to resolve the dispute(s) by mediation. 39. Attorney's Fees. In any action or proceeding arising out of this Agreement, the prevailing party shall be entitled to reasonable attorney's fees and costs., 40. Agreement Drafted by Both Parties. This Agreement has been drafted by both parties and both parties acknowledge and agree that they have had their respective attorneys review same prior to execution by the undersigned representatives. 41. No Oral Modifications. This Agreement may not be modified except by an instrument in writing, signed by the duly authorized representatives of each party hereto. 42. Authority to Sign Agreement. The City Commission of the CITY OF SANFORD has approved this Agreement by appropriate action and has authorized its execution by the undersigned representative. It is further warranted, that LESSEE is a corporation and that (Agreement \SitelO.Cattle) 20 W LESSEE has by resolutions authorized the undersigned representative to execute this Agreement so as to bind LESSEE. 43. Miscellaneous. Nothing contained herein shall be construed or interpreted as creating a relationship between the parties other than that of landlord and tenant. 44. Preemption. LESSEE acknowledges and agrees that the CITY has previously entered into an Agreement with Lake Jessup Groves, Inc. (LJG) and that the contract obligations of the CITY to LJG shall preempt the contract obligations contained in this Agreement to the extent of any conflict. ATTEST; i r THE CITY OF SANFORD, FLORIDA a Municipal Corporation By: . Title: Date: .Jw4 " 191 Al ' J,, O� yi y y r�i ,i iii iyi i,i r�i i yi iJi r�i iyi W yi r�i yi Date: .. (Agreement \SitelO.Cattle) 21 STATE OF FLORIDA ) COUNTY OF SEMINOLE ) The foregoing Agreement was acknowledged before me this Q(,oth day of 1994, by Mayor Bettye D. Smith, City of Sanford, who is personally known to me and who did take an oath. J C_/iptclN NOTARY PUBLIC P% My Commission Expire Sgo.� DIANE OREM MV C0(n"imion ccz7461e Ea9i-a Apr OS. 1997 ALABAMA © By ANB STATE OF ELVRIM ) dJ oP F\o�oo 800-M-W74 COUNTY OF Si R41= ) LOWNDES The foregoing Agreement was acknowledged before me this 13th day of July 1994, by Albert Clark —It of the LESSEE, who is personally known to me and who did take an oath. TARY PUBLIC My Commission Expires. (Agreement \SitelO.Cattle) 22 Florida Department of Environmental Regclation� Ccncral 01stricc • 3319 Maguirc Houlcvard, Suicc 232 • Orlando, Florida 32803- 3767P 's Lawton Chfkc . Governor Carol M, Ifrown<p S'Creary CITY OF SANFORD 300 N PARK AVENUE SANFORD FL 32771 ATTENTION WILLIAM A STMMONS / PE CITY MANAGER Seminole County - DW Sanford /Reuse -Site 10 Permit No. 0059- 186526 Modification of Conditions Dear Mr. Simmons: OCO -DW -92 -0628 We are in receipt of your request for a modification of the permit conditions. The conditions are changed as follows: A. A cow /calf operation is permitted for the Site 10 hay crop area in accordance with the letter dated August 18, 1992 from William R. Holmes, P.E. of Conklin, Porter and Holmes- Engineers, Inc. and the following conditions: 1. The cattle operation shall be limited to one (1) mature cow or heifer per three (3) acres of improved pasture. The Department will consider future adjustment of this stocking rate based on the site performance and runoff water quality testing. 2. Additional testing (bimonthly) shall be conducted in ponds B -2, E -1, A -1 and the natural undeveloped area in the vicinity of Eagle Protection Area #1 for an interim period to establish baseline information prior to commencing the cattle operation. Parameters to be monitored include Total Kjeldahl Nitrogen, Nitrate Nitrogen, Total Phosphorus..pH and Fecal Coliform. 3. Best management practices, as detailed in the August 18, 1992 letter, shall be incorporated into the lease agreement for the cattle operation. The lease shall be submitted to the Department for approval prior to commencement of the operation. L SEP 111992 COi�IIC;.L'�i,l'•(�r�7(:� � IiQLiv1ES Cr�: • ; n)r� - City of Sanford Page 2 This letter must be9attached to permit DC59- 186526 and becomes a part of that permit. r AA /cf /dv ¢ cc: William R. Holmes, P.E. Sincerely, 0 (.7 Alexander; P. E. District Dir ector Date: Se e Z re � ewLt, Conklir 'l porter. and Hoirnes ENGINEEnS, INC. u +1 1 RO IITAEEi u u ORLWOO; FLOMD fLORiOA 3E001 TEL•40Rd2, -0452' • FAX 1407.48.1030 August 18, 1992 Carlos DeAquiler, P.E. Florida Department of Environmental Regulation 3319 Maguire Blvd., Suite 232 Orlando, Florida 32803 -3767 Re: Request for Minor'�•Permit Modification Site 10.- Contract rV - Cattle Grazing CPH Project No. 50602.74 FDER Project No. 59- 186526 (4115191) Dear Carlos: This letter is to follow -up to our meeting at your office on August 12, 1992. (Christianne C. Farraro, P.E. was also in attendance.) The meeting dealt with a review of the proposed cattle grazing operation for Site 10 and the report we prepared on August 11, 1992, addressing runoff water quality related to cattle grazing on improved and native pastures. Cattle grazing would be in addition to the citrus operation and hay harvesting already permitted for the site. We hereby request modification to the above - referenced permit to allow a cow/calf operation on the Site 10 hay crop area based on the following conditions: 1. The cattle operation shall be limited initially to one mature cow or heifer per three acres of improved pasture. Later adjustments of stocking rates' \viii be considered after the first six months to one year of cattle operation, and will be based upon forage volume and runoff water quality testing. 2. We will provide additional testing in selected ponds for an interim period before cattle are introduced to help establish a baseline for: A. Non - irrigated pasture areas - Pond B -2 B. Irrigated areas (Citrus) - Pond E -1 C. Natural undeveloped areas (the woods in Eagle Protection Area Ill). Conklin 'Porter and Holmes E.NGINEERS, INC. L 1 t ) 1 1 1104 c . RL SON STREET I 1 Ll . I ` r �/ U ORLANDO. O, FL FLORIDA 32801 TEL 407 <2"452 FAX 0407- 8 -1036 D. Ungrazed hayfield areas before and after irrigation is available. Pond A -1 Testing will be done bi- monthly until effluent is applied, then quarterly for one year after the effluent and cattle operation has begun. After the first year of operation, the testing program will be reviewed for reduction to the current permit requirements. (Quarterly in Pond B -2) The following test parameters shall be as stated in the permit monitoring plan A. Fecal Coliforms B. Total Keldgal Nitrogen C. Nitrate Nitrogen D. Total Phosphorus E. PH 3. The following Best Management Practices shall be incorporated into the lease for the cattle operation. 1. Control the location of supplemental feeding areas and other areas where cattle will be collected, to areas away or buffered from the wetlands and the main drainage system collection ditches. 2. Fertilize the pasture solely based.on leaf analysis in order to supplement deficiencies not supplied in sufficient quality in the effluent. 3. Fence off the stormwater holding areas. 4. Fence off selected wetlands that are connected to offsite drainage where they are not first intercepted or buffered by the onsite drainage system. 5. Control grazing density and timing to prevent over grazing and excess dung deposition. -2- Conklir Porter and Holmes F ENGINEERS, INC. " I104 E. ROOINSON STREET u _ORLANDO. FLORIDA 32001 TEL 407- 425-0152 - FAX 1 407fi104000 We appreciatc the time and consideration you have given us and the City of Sanford in dealing with this reuse project. We assure you that we want this project to work out to the benefit of all parties concerned. If we can provide additional clarifications, please contact us. Sincerely, CONKLIN, PORTER AND HOLMI S - ENGINEERS, INC. William 9. Holmes, P.E. _Executive Vice President WRH /aml Enclosures - Application Fee of $1,000.00 (City of Sanford) Check No. 063517 dealtr.812 -3- CATTLE LEASE CATTLE FENCE Gypi0A ` 'ifs -- _ .'r/ •��'ij'jp`i ft �fia`IlP�L7�.. ff �• 1 LAKE JESSUP GROVES, INC' i - Y . / f, W r PAREf L t _ I i i E .+ 1 EAGLES NEST / FUTURE GOLF COURSE PH.[ F<{[4C![a lO tE.v COEIr.VC}paCYLI T F_ �� .` — :A crR' ; h ` \• .� _rte .. m ENO— N I � i _ _ � � • �, , �. - • Ill` ��i / �u "• wca. -es �a.m Elw.0 •�.oa CATTLE FENCE (TypbA.D .. ' A t / «� •Y / /, F 1 , t ! L 1 + i t E _ `' �1 '` � I I I "- / •I COCRRaK TRaA . INGRESS /EGRESS LEGEND MA.IURAE YLTIA %O AREAL Z /t E f Y ! _ `�`` ..• Y��fl 'i �f %/ ` ,�`• M NATURAf. UfLANO ARE AS Z / ;tea `�� r / ` Y.•' w£TLANOt i0 FE FILLED f aH4 . t 1 1 1 1 • WOK DER•.TURISD:CTIOIEa LI I I a ( wenANOt FO <E OAEOCFO 1 E I EAN6 EOFa 4 WETLAND 6 AE LEVELED i RETERTIOR IOND ARIAS _ «n lAa<f� SANFORD AFRO— MODELERS REGLAI WATER ISORA GF PONDS i TARiUEED ROADS -� • � Grove Area Fenced Off Wetlands IRRIGATION LEGEND BfH JJ �' - �� itdary with Electric Fence wASER LINE MAI NE DOE �( MAIN CHANL I• LEGEND —"- "of CHANNEL OROTE 1 OPERATION DRAINAGE OITCN AREA Golf Course Boundary ORAI4 AOE OITCrt (Future) _ rEIUYD ixAHHFL w0 -• ..w1 Tmmms Cattle Lease Boundary SITE 10 ■ a a a a ■ ■ Model Airplane Boundary CATTLE LEASE -FENCING (I� j Cattle Lease Fence Eros EXHIBIT diepunog aueldijy lepoW tf ■ n a a s e .:: ::. _. • _ °.a j .,...... 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