1999-52
.
.
CITY OF CLERMONT
AND
THE SOUTH LAKE COUNTY HISTORICAL SOCIETY, INC.
AGREEMENT
THIS AGREEMENT made between the CITY OF CLERMONT, a municipal
corporation in Lake County, Florida, whose address is Post Office Box 120219, Clermont,
Florida 34712-0219, herein known as "CITY" and THE SOUTH LAKE COUNTY
HISTORICAL SOCIETY, INc., a Florida not-for-profit Corporation, whose address is Post
Office Box 121723, Clermont, Florida 34712, herein known as "SOCIETY".
WHEREAS, CITY owns a parcel of land on the shore of Lake Minneola in the City of
Clermont and described as Johnson's replat lots 4 and 7 Incl, Blk 117, which was once used for
the city barn, more fully described on Exhibit "A" attached hereto and hereafter frequently called
the "subject property"; and
WHEREAS, SOCIETY proposes to construct and operate a Clermont Historical Village
and Museum on this property for the educational and cultural advancement of Clermont and the
South Lake County community, and CITY fully supports these worthy goals,
NOW THEREFORE, in consideration of the conditions stated herein, the parties agree
as follows:
1.
CITY grants to SOCIETY possession and control of the subject property at an
annual rent of $1,00 for the purpose of construction and operation of a Historical
Village and Museum and related functions. Possession and control of the
property shall be for as long as the SOCIETY shall continue to operate the
Historical Village and Museum.
.
.
2.
In preparation for the construction ofthe Historic Village CITY agrees to remove
its buildings from the city property as soon as possible within two (2) years of the
date of this agreement.
3.
SOCIETY agrees that landscaping and construction on the Historic Village shall
begin as soon as possible and within four (4) months ofthe CITY removing its
buildings from the property and failure to start such landscaping improvements
may constitute breach of this Agreement.
4.
CITY grants to SOCIETY the authority to make certain improvements and
expansions to the property upon approval by the CITY. CITY approves the
preservation of the Townsend House, now located on a site next to Highway 50 in
Clermont, because of its historic value to the community and its relocation to the
city property as Phase I in the construction of the Historic Village, In
undertaking the relocation and restoration of the Townsend House and any other
structures or historic fixtures acceptable under this Agreement, SOCIETY agrees
to comply with all applicable building, zoning, life safety, land development and
other applicable codes, ordinances, statutes, or administrative rules of state, local
or federal agencies.
5.
SOCIETY shall undertake the cost of restoration of the Townsend House, and its
preparation as a public museum; and it shall seek assistance int he preparation and
development ofthe city property as a Historic Village by various partners,
foundations, government sources, clubs and civil organizations.
6.
SOCIETY shall maintain the premises as a Historic Village and may adopt
reasonable rules and regulations for the operation of such a public facility.
.
.
7.
SOCIETY shall from time to time conduct fund drives for the collection of funds
for the operation, maintenance, and debt reduction of the project.
8.
SOCIETY agrees that during the period of construction and restoration of the
buildings associated with the village and museum the land may be available, with
CITY's approval for a park and recreational area for adults and senior citizens,
9.
CITY will maintain the grounds, except for decorative landscaping.
10.
Insurance and Bonds (a) SOCIETY shall maintain and keep in force full
insurance coverage on the premises, including property damage, fire and casualty,
and $1,000,000.00 liability coverage, naming the city as additionally insured, and
pay the premiums therefore; and (b) During relocation siting, restoration,
rehabilitation, reconstruction or periodic maintenance of or upon the subject
property, or any structure located thereon by the SOCIETY or done on
SOCIETY's behalf which (i) exceeds $500.00 in total aggregated cost or value or
(ii) is not undertaken by SOCIETY volunteers where no consideration exceeding
$500.00 shall be due or owing to anyone whether a SOCIETY volunteer or a third
party, shall be bonded through a surety bonding company licensed to do business
in Florida and rated at least A+ by Best's Services. Said bond shall bond the total
amount of any and all labor, materials and services relating to the improvement
undertaken releasing any claim, notice, or lien pursuant to either Chapter 713 (if
applicable) and Chapter 255, Florida Statutes. SOCIETY shall release to surety
bond or secure a releases of lien any claims filed by laborers, material men,
contractors or professionals within ten (10) days of any such notice. SOCIETY
shall maintain and keep in force full insurance coverage on the contents,
16.
.
.
equipment, furniture and furnishings of all buildings in the Historic Village
complex and pay the premiums,
11.
SOCIETY shall pay all utilities.
12.
If the SOCIETY should fail to meet the condition of this Agreement, the
Townsend House shall become the property of the City and CITY shall have sole
control ofthe property and structures.
13.
This Agreement shall terminate if The Townsend House has not been relocated to
the site within twenty-four (24) months and if the Townsend House has not been
restored for public use within thirty-six (36) months from the date of this
Agreement.
14.
CITY may, at its option, designate a City Council Member to serve as a "ex-
officio" member of the Board of Directors of SOCIETY.
15,
This Agreement constitutes the entire agreement between the parties and is
binding upon the parties, their heirs and successors. This agreement may not be
assigned without the consent of both parties.
The subject property is tax exempt. The CITY and SOCIETY acknowledges and
agree that this tax exempt status represents a significant savings to the City of
Clermont and its citizens (a) CITY and SOCIETY agree that each shall avoid
doing anything that would jeopardize this tax exempt status. SOCIETY
acknowledges and represents that it is currently a corporation not for profit and
has (or has applied to be) a tax exempt corporation pursuant to the U. S, Tax
Code, and that SOCIETY will maintain these statuses; that SOCIETY will use the
subject property only as a Historic Village for the use and benefit of the general
18,
.
.
public which the City's City Council has declared to be a public purpose;
SOCIETY agrees to notify the City within seven (7) days if Society received any
notice, letter, form or other official correspondence from the Lake County
Property Appraiser, the Florida Department of Revenue or the U. S. Internal
Revenue Service relating to the tax exempt status of the subject property, or
imposing any tax lien or claim or relating to the non-profit status of Society.
SOCIETY shall fully cooperate with the City in all efforts by the City to maintain
or defend the tax exempt status of the subject property and to assist City if City
elects to challenge a determination of the tax ability of the subject property or
Historic Village in any and all administrative or judicial forums necessary and as
determined by the City. (b) Failure of Society to maintain its non-profit and tax
exempt status and otherwise comply with subparagraph 18(a) shall be a basis for
the City to terminate this Agreement.
17.
Failure to Comply With Agreement. Failure to comply with this Agreement shall
be a basis for terminating this Agreement. Notice of a default shall be sent by U.
S, Mail, postage pre-paid, to the addresses above. Notice of a violation ofthis
Agreement shall specify that a breach of the Agreement has occurred, that the
alleged breaching party shall have fifteen (15) days to cure any alleged breach.
Failure to timely cure a breach of this Agreement shall be a basis for terminating
this Agreement.
All notices required by this Agreement shall be in writing, and shall be sent
postage prepaid, or hand delivered to:
.
.
CITY
SOCIETY PRESIDENT
With Copy to:
With Copy to:
Office of the City Manager
One Westgate Plaza
Post Office Box 120219
Clermont, Florida 34711
James Grant, President
24 Emerald Lakes
Post Office Box 121923
Clermont, Florida 34711
DATED this r2,/ day of ~ ¡;I/,I77)uy¿/. 1999.
ATTEST:
~æe
City Clerk
ATTEST:
CITY OF CLERMONT
~~
Mayor
SOUTH LAKE COUNTY HISTORICAL
SOCIETY, INC,
~~J
JIM T
PresIdent
~~--
Bonnie L. Ray L
Secretary