A meeting of the Manatee County Port Authority will be held Thursday, May 20, 2021, at 9:00 am, or as soon as is practicable, in the Patricia M. Glass Commission Chambers on the first floor of the County Administrative Center at 1112 Manatee Avenue West, Bradenton, Florida

MANATEE COUNTY PORT AUTHORITY AGENDA

May 20, 2021 – 9:00 am

The Manatee County Port Authority may take action on any matter during this meeting, including those items set forth within this agenda. The chairperson, at the option of the chairperson, may take business out of order if the chairperson determines that such a change in the agenda’s schedule will expedite the business of the Port Authority.

CALL TO ORDER

Invocation – Rev. Allen Howe Pledge of Allegiance

Public Comments

1. Presentation – Matty Appice, President, Port Manatee Propeller Club

   
   

2. Employee Recognition

   
   

3. Consent Agenda

4. Manatee County Port Authority Procurement Policy SUPPLEMENTAL

5. Mask Update

Executive Director Comments Public Comments Commissioner Comments

According to Section 286.0105, Florida Statutes, any person desiring to appeal any decision made by the Port Authority with respect to any matter considered at this meeting will need a record of the proceedings, and for such purpose may need to ensure that a verbatim record of the proceedings is made, which includes the testimony and evidence upon which the appeal is to be based.

Reggie Bellamy, Chairman

Misty Servia, 1st Vice-Chairman; James Satcher, 2nd Vice-

Chairman; Carol Whitmore, 3rd Vice-Chairman; Vanessa Baugh,

Member;

George Kruse, Member; Kevin Van Ostenbridge, Member

May 20, 2021

AGENDA ITEM 1.: PRESENTATION – MATTY APPICE, PRESIDENT

PORT MANATEE PROPELLER CLUB

Matty Appice, President of Port Manatee Propeller Club, is the Chief Commercial Officer for Port Manatee. Matty has been involved with the Propeller Club since 2010 and has served the local Port Manatee chapter as 1st President for two years and is in his second year as President. Under his guidance, the club has seen rapid membership growth from 30 to 120 members. He is most proud of the club’s support of the maritime industry, educational scholarships, and support of local charities.

May 20, 2021

AGENDA ITEM 2.: EMPLOYEE RECOGNITION

Matty Appice Retirement

Chief Commercial Officer

Welcome!

Charles Tillotson

• Sr. Vice President Business Development, Carver Companies – Manatee, 2018-2021

• Chief Commercial Officer, Diversified Port Holdings – Jacksonville, 2015 to 2018

• Director of Business Development, Metro Ports - Houston/Galveston, 2010 to 2015

May 20, 2021

1. CONSENT AGENDA

   
   

   1. Warrant List

      
      

   2. Minutes April 20, 2021

      
      

   3. Budget Resolution

      
      

   4. Port Manatee Ship Repair & Fabrication LLC Lease Amendment One & Assumption

      
      

   5. Intermodal Container Yard Change Order 5

      
      

   6. Vendor Approval for Paving

      
      

   7. Berth Rehabilitation Additional Engineering Services

      
      

   8. Delegation of Authority to Executive Director

      
      

   9. Carver Maritime LLC Lease Amendment Five

RECOMMENDATION:

Move to approve the Consent Agenda incorporating the language as stated in the recommended motions on the cover sheets for the Consent Agenda items.

Manatee County Port Authority Warrant (Check) Listing

04/08/2021 to 05/12/2021

Manatee County Port Authority Warrant (Check) Listing

04/08/2021 to 05/12/2021

Total warrants (checks) for period reported 3,668,308.80

MANATEE COUNTY PORT AUTHORITY

REGULAR MEETING

COUNTY ADMINISTRATION BUILDING – HONORABLE PATRICIA M. GLASS CHAMBERS

1112 Manatee Avenue West Bradenton, Florida

April 20, 2021

Present were:

Reggie Bellamy, Chairman

Misty Servia, First Vice-Chairman

James A. Satcher III, Second Vice-Chairman Carol Whitmore, Third Vice-Chairman Vanessa Baugh

George W. Kruse

Kevin Van Ostenbridge

Also present were:

Carlos Buqueras, Executive Director Jennifer R. Cowan, Port Authority Attorney

Julie Jensvold, Accountant III, Clerk of the Circuit Court Vicki Tessmer, Deputy Clerk, Clerk of the Circuit Court

Chairman Bellamy called the meeting to order at 11:29 a.m.

PUBLIC COMMENT

There being no public comment, Chairman Bellamy closed public comment.

Carlos Buqueras, Executive Director reviewed items on the Consent Agenda; Carver Maritime LLC is entering into an expended Sublease agreement for the Port, North side, and that part of the Port is fully occupied now.

AGENDA PA20210420DOC001

CONSENT AGENDA PA20210420DOC002

1. A motion was made by Member Van Ostenbridge, seconded by Member Servia, and carried 7 to 0, to approve the Consent Agenda incorporating the language as stated in the recommended motions on the cover sheets for the Consent Agenda

   1. WARRANT LIST

      Accepted Warrant Listing from February 16, 2021 to April 7, 2021 PA20210420DOC003

   2. MINUTES

      Approved the Minutes of February 23, 2021

   3. BUDGET RESOLUTION

      Adopted Budget Resolution PA-21-08, Decrease Upland Cargo Facilities Improvements project and increases Intermodal Container Yard project for the same amount of $703,700 for additional funding needed for the project construction.

      Decrease the North Gate Expansion project in the amount of $426,501 and increase Access Control System Upgrade project for the same amount to align the budget with the construction bid. PA20210420DOC004

   4. FOREIGN TRADE SUBZONE

      Executed Foreign Trade Subzone 169A Operating Agreement Third Supplement with Aso LLC, extending the subzone for one year at the rate of $12,000 PA20210420DOC005

   5. RESOLUTION PA-21-07

      Adopted Resolution PA-21-07 authorizing the sublease of land at Port Manatee by Carver Maritime LLC to Abundia Caycem Aggregate and Cement LLC PA20210420DOC006

      APRIL 20, 2021

      
      

   6. PAVEMENT IMPROVEMENTS

      Executed Change Order 3 with PCS increasing the contract $234,113.34 for the inaccurate amount previously reduced and for the additional purchase of stop bars, adjusted total $3,901,827 PA20210420DOC007

   7. PREFABRICATED BUILDING

      Issued purchase order to Clover Construction and Development for the purchase of Prefabricated all steel building with concrete slab for the storage of operations and maintenance machinery, $218,750 PA20210420DOC008

   8. TARIFF NO.3

      Approved the change in wording of item 280 I Port Manatee Tariff No.3 requiring a minimum of 50,000 short tons for marine terminal or stevedore licensing renewals

   9. INTERMODAL CONTAINER YARD PA20210420DOC009 Executed Change Order 4 increasing the contract with The Crisdel Group in the amount of $652,371 for additional refrigeration receptacles in the northern plot of the intermodal container yard PA20210420DOC010

      (End Consent Agenda)

2. TRANSMONTAIGNE TERMINALS

Carlos Buqueras, Executive Director, stated that the expansion lease agreement with TransMontaigne Terminals LLC, will provide fuel service to the Port and the community at critical times such as hurricane season, and this will continue for at least the next 25 years.

A motion was made by Member Servia , seconded by Member Baugh, and carried 7-0 to execute the lease agreement with TransMontaigne Terminals LLC for a 25 year lease with one 25 year renewal with increased land rent based on a recent appraisal with a minimum annual revenue guarantee of $1.6 million. PA20210420DOC011

EXECUTIVE DIRECTOR COMMENT

Carlos Buqueras, Executive Director, commented that container growth is up 74 percent year to date due to consumer demand.

MEMBER COMMENTS

Chairman Bellamy

• Thanked Port staff for continued growth in spite of COVID-19

  Member Servia

• Thanked Mr. Buqueras for his efforts during the Piney Point emergency and keeping the fuel trucks going especially to the airport

  Member Baugh

• Appreciated efforts by Mr. Buqueras and staff for providing space and food to DEP staff during the Piney Point emergency

  ADJOURN

  There being no further business, Chairman Bellamy adjourned the meeting at 11:36 a.m.

  Minutes Approved:                                 

  May 20, 2021

  
  

  CONSENT

  AGENDA ITEM 3.C: BUDGET RESOLUTION BACKGROUND:

  This resolution budgets for the following capital improvement projects:

  
  

• Decreases Berth 4 Improvements project and increases Berth 6 Improvements project for the same amount of $276,871 for additional inspection and repairs.

• Budgets $506,735 for a three-acre Paved Cargo Laydown Area to increase efficiencies of cargo movement.

• Budgets $205,093 for bond issuing costs and $110,226 for the underwriter’s issuance cost relative to the Port Manatee Taxable Revenue Refunding Bonds, Series 2021, which refunded the Revenue Refunding Bonds Series 2012A and 2012B. This budget will also reduce the principal and interest payment in the amount of $1,891,201 to align it with the Series 2021 Bonds debt service schedule.

• Decrease the capital Seaport Security Initiative project and increases the operating Seaport Security Initiative project for the same amount of $4,965 for first responder outfitting supplies for the patrol fleet.

ATTACHMENT:

Budget Resolution PA-21-10.

COST AND FUNDING SOURCE:

Decreases $276,871 from Berth 4 Extension project and transferred to Berth 6 project. Budgets

$506,735 Port cash for the Paved Cargo Laydown Area and $315,319 in bond issue costs. Decreases

$1,891,201 in Port cash for the new 2021 bonds debt service payments. Decreases $4,965 from capital to operating in the Seaport Security Initiative project.

CONSEQUENCES IF DEFERRED:

Delay in budget allocations.

LEGAL COUNSEL REVIEW: N/A RECOMMENDATION:

Move to adopt Budget Resolution PA-21-10.

RESOLUTION PA-21-10 AMENDING THE ANNUAL BUDGET

FOR MANATEE COUNTY PORT AUTHORITY FOR FISCAL YEAR 2020-2021

WHEREAS, Florida Statutes 129.06, authorizes the Manatee County Port Authority to amend its budget for the current fiscal year as follows:

1. Appropriations for expenditures in any fund may be decreased and other appropriations in the same fund correspondingly increased, provided the total appropriations of the fund are not changed.

   
   

2. Appropriations from reserves may be made to increase the appropriation for any particular expense in the same fund, or to create an appropriation in the fund for any lawful purpose.

   
   

3. Unanticipated revenues, including increased receipts for enterprise or propriety funds, may be appropriated for their intended purpose, and may be transferred between funds to properly account for the unanticipated revenue.

NOW, THEREFORE, BE IT RESOLVED by the Manatee County Port Authority that the 2020-2021 budget is hereby amended in accordance with Section 129.06, Florida Statutes as described on the attached summary and specified in the budget adjustment batch files which are listed below:

ADOPTED with a quorum present and voting this the 20th day of May, 2021.

ATTEST: ANGELINA M. COLONNESO MANATEE COUNTY PORT AUTHORITY

CLERK OF CIRCUIT COURT

By:                                                                                

BUDGET ADMENDMENT RESOLUTION NO. PA-21-10 AGENDA DATE: May 20, 2021

1. Fund: FDOT – 75% SIB Loan – 25%

   
   

   Section: Berth 4 Improvements

   Berth 6 Improvements

   
   

   Description: Decreases $276,871 in the Berth 4 Improvements project and increases the same for the Berth 6 Improvements project. This will allow for additional dive services to determine the extent of additional repairs needed and the cost of the repairs.

   
   

   Batch ID: BAAL052021A Reference: BU21000322

   
   

2. Fund: Port Cash

   
   

   Section: Paved Cargo Laydown Area

   
   

   Description: Budgets $506,735 for the three-acre paved cargo laydown area. Batch ID: BAAL052021A Reference: BU21000324

   
   

3. Fund: Port Debt Service

   
   

   Section: Bond Administration

   Debt Service

   
   

   Description: Budgets $315,319 for the cost of the bond issue and decreases

   $1,891,201 in principal and interest to align to the 2021 Bonds debt service schedule.

   
   

   Batch ID: BAAL052021A Reference: BU21000325

   BUDGET ADMENDMENT RESOLUTION NO. PA-21-10 AGENDA DATE: May 20, 2021

   
   

4. Fund: FDOT – 75% Port Cash – 25%

   
   

   Section: Seaport Security Initiative

   
   

   Description: Decreases $4,965 from capital to operating costs for the purchase of first responder outfitting supplies for the fleet patrol.

   
   

   Batch ID: BAAL052021A/B Reference: BU21000328

   May 20, 2021

   
   

   CONSENT

   AGENDA ITEM 3.D.: PORT MANATEE SHIP REPAIR & FABRICATION LLC

   LEASE AMENDMENT ONE & ASSUMPTION

   
   

   BACKGROUND:

   
   

   On May 19, 2020, the Authority approved Port Manatee Ship Repair & Fabrication, LLC (PMSR&F) lease for real property. Amendment One is presented to amend the description of the demised premises which consists of approximately 2.015 acres.

   
   

   PMSR&F is desirous of assigning to Carver Maritime LLC (Carver) its lease as amended by Amendment One. Carver has been a tenant at Port Manatee since 2018 and has expanded its footprint from an initial 10 acres to 17 acres and the addition of a mooring area. Due to further expansion plans, Carver wishes to assume PMSR&F’s Lease.

   
   

   ATTACHMENT:

   
   

   1. Port Manatee and Port Manatee Ship Repair & Fabrication LLC Lease Amendment One

   2. Port Manatee and Port Manatee Ship Repair & Fabrication LLC Lease Addendum Providing for Assignment and Assumption of the Lease by Carver Maritime LLC

COST AND FUNDING SOURCE:

N/A

CONSEQUENCES IF DEFERRED:

Delay in approving Amendment One and the assignment of the Lease to Carver

LEGAL COUNSEL REVIEW: Yes

RECOMMENDATION:

Move to approve and authorize the Chairman to execute:

1. Port Manatee and Port Manatee Ship Repair & Fabrication LLC Lease Amendment One

2. Port Manatee and Port Manatee Ship Repair & Fabrication LLC Lease Addendum Providing for Assignment and Assumption of the Lease by Carver Maritime LLC

PORT MANATEE AND PORT MANATEE SHIP REPAIR & FABRICATION LLC LEASE AMENDMENT ONE

The terms and conditions of this Port Manatee and Port Manatee Ship Repair & Fabrication, LLC Lease Amendment One (“Amendment One”), made and entered into by and between the MANATEE COUNTY PORT AUTHORITY, a political entity of the State of Florida, with its principal place of business located at Port Manatee, 300 Tampa Bay Way, Palmetto, Florida 34221, hereinafter referred to as the “Authority,” and PORT MANATEE SHIP REPAIR & FABRICATION, LLC, a limited liability company organized under the laws of the State of Florida, with a place of business located at 2114 Piney Point Road, Palmetto, FL 34221 (“Lessee”), (collectively referred to as the “Parties”) for and in consideration of the mutual covenants herein contained and other good and valuable consideration, amend the certain Port Manatee and Port Manatee Ship Repair & Fabrication, LLC Lease entered into by the Parties on May 19, 2020 (“Lease”) and state as follows:

1. CONSIDERATION. The Parties agree and represent that as a result of economic conditions, mutual covenants, the long-term benefits to both Parties, and other good and valuable consideration, this Amendment One shall govern the Parties’ responsibilities regarding paragraph 2 of the Lease titled “Demised Premises.”

2. SCOPE. This Amendment One is being entered into for the purpose of amending, modifying and superseding paragraph 2 of the Lease. Except to the extent herein amended, all other provisions set forth in the Lease shall remain in full force and effect and be binding upon the Authority and Lessee. The Parties agree that all capitalized terms used in this Amendment One which are not otherwise defined, shall have the meaning defined in the Lease. In entering into this Amendment One, the Parties acknowledge that in no way has the Authority waived any of its rights or claims it may have against Lessee.

3. AMENDMENT. The Parties agree to amend, modify, and supersede paragraph 2 of the Lease as follows:

   2. DEMISED PREMISES. The Authority does hereby demise, let, and rent unto the Lessee, and the Lessee shall hire and take as tenant approximately 2.015 acres of real property located in Manatee County, Florida identified as a portion of Port Manatee, the legal description of which a demonstrative sketch is attached and made a part of this Lease as Exhibit A (the “Land” or “Demised Premises”), to have and to hold the same for the terms set forth below. In accordance with the Master Plan, the Authority agrees, covenants and warrants that Lessee has the right to peacefully occupy, have, use, hold and quietly enjoy the Demised Premises subject to the provisions of this Lease. The Lessee agrees to use the Demised Premises so as not to interfere with, interrupt, or impact the use or operation of any other tenant, user, or customer at Port Manatee. The Demised Premises are leased and accepted by Lessee in its current “As Is-Where Is” condition with the Authority making no warranties as to fitness, and Lessee acknowledges that it has had adequate opportunity to inspect and test the Demised Premises prior to entering into the Lease.

4. CONFLICT. In the event of a conflict regarding the provisions set forth in paragraph 2 of the Lease and the provisions contained in this Amendment One, the provisions set forth in Amendment One shall prevail. In the event of a conflict between any other paragraphs within Amendment One and the Lease, the Lease shall prevail.

5. AUTHORITY TO EXECUTE. Each of the Parties covenants to the other party that it has lawful authority to enter into this Amendment One, that the governing or managing body of each of the Parties has approved this Amendment One and that the governing or managing body of each of the Parties has authorized the execution of this Amendment One in the manner hereinafter set forth.

6. EFFECTIVE DATE. The Effective Date of Amendment One is May 20, 2021.

lN WITNESS WHEREOF. theP arties have caus ed this Amendment One to bed u ly e x e c uted in d u p licate on the day fir st above wrinen.

ATTEST: ANGELINA M . COLONNESO MANATEE COUNTY PORT AUTHORITY

Clerk of"Cir cu it Court

By:_ _ _ _ _ _ _ -_

P r in te d: _ _ _ _ _ _ _ _ _ _

W ITN ES S ES :

By :                                      

Reggie Bellamy

Chari m an

A U T H O R JT V

PORT MANATEE SHIP REPAIR &

FABRICATION, LLC

yB: # /  

EXHIBIT “A”

Legal Description

Parcel ID No. 593310059 – 0.84 Acre

COMMENCE AT THE SOUTHERN CORNER OF SECTION 1, TOWNSHIP 33 SOUTH, RANGE 17 EAST, MANATEE COUNTY, FLORIDA; THENCE N00d30’08”E, ALONG THE EAST LINE OF SAID SECTION 1, A DISTANCE OF 1889.65 FEET TO A RAILROAD SPIKE MARKING THE INTERSECTION OF SAID EAST LINE AND THE CENTERLINE OF PORT MANATEE ENTRANCE ROAD; THENCE EAST, ALONG SAID BASELINE, A DISTANCE OF 1251.82 FEET TO THE POINT OF INTERSECTION OF SAID BASELINE AND THE CENTERLINE OF PINEY POINT ROAD; THENCE S60d49’56”E, ALONG SAID CENTERLINE, A DISTANCE OF 622.20 FEET; THENCE N29d10’04”E, A DISTANCE OF 40.00 FEET FOR A POINT OF BEGINNING, SAID POINT ALSO BEING A POINT ON THE NORTHERLY RIGHT-OF-WAY LINE OF SAID PINEY POINT ROAD; THENCE N60d49’56”W, ALONG SAID NORTHERLY RIGHT-OF-WAY LINE, A DISTANCE OF 198.49 FEET; THENCE N29d10’04”E, A DISTANCE OF 131.86 FEET; THENCE S88D17’19”E, A DISTANCE OF 223.69 FEET SAID POINT ALSO BEING THE NORTHWEST CORNER OF A PARCEL OF LAND AS DESCRIBED IN OFFICIAL RECORDS BOOK 1249, PAGE 2869, OF THE PUBLIC RECORDS OF MANATEE COUNTY, FLORIDA; THENCE S29d10’04”W,A DISTANCE OF 235.00 FEET FOR A POINT OF BEGINNING. ALL LYING AND BEING IN SECTION 6, TOWNSHIP 33 SOUTH, RANGE 18 EAST, MANATEE COUNTY, FLORIDA.

CONTAINING 36,410 SQUARE FEET OR 0.84 ACRES, MORE OR LESS.

Parcel ID No. 593310006 – 1.18 Acre

COMMENCE AT THE S.E. CORNER OF SECTION 1, TOWNSHIP 33 SOUTH RANGE 17 EAST: MANATEE COUNTY, FLORIDA; THENCE NORTH ALONG THE EAST LINE OF SECTION 1, A DISTANCE OF 1888.56 FEET THENCE EAST 1270.0 FEET TO CENTER LINE OF PINEY POINT ROAD, THENCE S 61⁰ 29 E, A DISTANCE OF 600’ TO A POINT IN CENTER LINE OF PINEY POINT ROAD NORTHEASTERLY 40⁰ FEET TO POINT OF BEGINNING, CONTINUE NORTHEASTLY 235 THENCE NORTHEASTLY 207’, THENCE SOUTH 334 FEET, THENCE N 61⁰ 29W 180.0 TO POINT OF BEGINNING.

Parcel ID No. 593310059 – 0.84 Acre

Parcel ID No. 593310006 – 1.18 Acre

PORT MANATEE AND PORT MANATEE SHIP REPAIR & FABRICATION LLC LEASE ADDENDUM PROVIDING FOR ASSIGNMENT AND ASSUMPTION OF THE LEASE BY CARVER MARITIME LLC

THIS Port Manatee and Port Manatee Ship Repair & Fabrication LLC Lease Addendum Providing For Assignment And Assumption Of The Lease By Carver Maritime LLC (“Addendum”) made and entered into by and between the MANATEE COUNTY PORT AUTHORITY, a political entity of the State of Florida, with its principal place of business located at Port Manatee, 300 Tampa Bay Way, Suite One, Palmetto, Florida 34221, (“Authority”); PORT MANATEE SHIP REPAIR & FABRICATION, LLC, a limited liability company organized under the laws of the State of Florida, with a place of business located at 2114 Piney Point Road, Palmetto, FL 34221 (“Assignor”); and CARVER MARITIME, LLC, a limited liability company duly organized and existing under the laws of the State of New York and authorized to do business in the State of Florida, with a place of business located at 494 Western Turnpike Altamont, New York 12009, (“Assumer”), (hereinafter the “Parties”).

WITNESSETH:

WHEREAS, Assignor and the Authority entered into that certain Port Manatee and Port Manatee Ship Repair & Fabrication LLC Lease Agreement dated May 19, 2020 (the “Lease”), a complete copy of which is attached with all exhibits thereto, made part of, and incorporated by reference into this Addendum as Exhibit 1; and

WHEREAS, Assignor and the Authority amended the Lease by executing that certain Port Manatee and Port Manatee Ship Repair & Fabrication, LLC Lease Amendment One, dated May 20, 2021 (“Amendment One”), a complete copy of which is attached with all exhibits thereto, made part of, and incorporated by reference into this Addendum as Exhibit 2; and

WHEREAS, pursuant to section 26 of the Lease, the Lease can only be assigned with express written approval of the Authority, provided the Assignor furnishes evidence satisfactory to the Authority that the assignee has financial resources to secure the performance of the terms and conditions of the Lease, which are at least equal to those of the Assignor; and

WHEREAS, Assumer became a tenant at Port Manatee in 2018, when it leased 10 acres of certain real property more particularly described in the Port Manatee and Carver Maritime, LLC Lease agreement dated August 16, 2018; and

WHEREAS, the Assumer had increased its tenancy at Port Manatee by leasing additional areas include a mooring area and 7 acre parcel; and

WHEREAS, the Assumer continued to meet its rent and other payment obligations as a tenant at Port Manatee in a timely manner, supporting the basis that the Assumer has financial resources to secure the performance of the terms and conditions of the Lease, as amended by Amendment One, and

WHEREAS, the Authority finds the Assumer has financial resources to secure the performance of the terms and conditions of the Lease, as amended by Amendment One, which are at least equal to those of the Assignor; and

WHEREAS, Assignor desires to assign to Assumer the Lease, as amended by Amendment One, and Assumer desires to accept such assignment and assume the obligations of Assignor under the Lease, as amended by Amendment One.

NOW THEREFORE, in consideration of the foregoing premises, the covenants contained herein and other good and valuable consideration, the receipt, sufficiency and adequacy of which are hereby acknowledged, the Parties agree as follows:

1. The above recitals are true and correct and agreed to by the Parties as if such recitals were fully set forth in this Addendum.

2. All capitalized terms used in this Addendum that are not otherwise defined shall have the meanings ascribed to them in the Lease, as amended by Amendment One.

3. Assignor hereby assigns and transfers unto Assumer all of its right, title, claim and interest in that certain Lease, as amended by Amendment One, and delegates all duties contained therein. Assignor warrants to Assumer that it is not currently in default under the Lease.

4. Assumer hereby accepts the foregoing assignment of all of the right, title, interest, claim and demand of, and assumes and agrees to perform all obligations, covenants and provisions first accruing or arising or required from and after the Effective Date of this Addendum with respect to the Lease, as amended by Amendment One.

5. Assignor hereby agrees to perform all obligations, covenants and provisions accruing or arising or required on or before the Effective Date of this Addendum.

6. The Authority is satisfied with the evidence furnished by the Assignor and the Assumer supporting the basis that the Assumer has financial resources to secure the performance of the terms and conditions of the Lease, as amended by Amendment One, and finds them at least equal to those of the Assignor.

7. The Authority hereby accepts the foregoing assumption of the Lease, as amended by Amendment One, by the Assumer and agrees to accept the Assumer as the Lessee responsible for the obligations imposed upon the Lessee in the Lease, as amended by Amendment One.

8. This Addendum shall be binding on and inure to the benefit of the Parties hereto, their heirs, executors, administrators, successors in interest and assigns.

9. This Addendum may be executed in counterparts, each of which shall constitute an original, but all together shall constitute one and the same document.

10. This Addendum shall be governed by, and construed in accordance with, the laws of the State of Florida without regard to conflicts of law principles.

11. Each of the Parties covenants to the other party that it has lawful authority to enter into this Addendum, that the governing or managing body of each of the Parties has approved this Addendum and that the governing or managing body of each of the Parties has authorized the execution of this Addendum in the manner hereinafter set forth.

12. The Effective Date of this Addendum is May 20, 2021.

The Remainder of this Page is Left Blank Intentionally

CN W IT N E SS W H E RE OF , the P ar ties h a ve ca us e d th si

d up lic a te o n the day fi rs t a bo ve w ritt e n.

A dd e nd u m to be duly e x ec ute d m

A TT E S T :

A N G E L 1N A M. C O L O l'l"N ES O

C ler k of C irc u it C o urt

By : - - - - - - - - - - - - - - - -

P r in te d:_ _ _ _ _ _ _ _ _ _ _ _ _ _ _

MANATEE COUNTY PORT AUTHORITY

By :                                         

· Regg ie Bellamy, Ch a irm a n

4

By:

J..i.V , LLC

yf-e 5 ,d·e t

PORT MANATEE AND PORT MANATEE SHIP REPAIR & FABRICATION LLC LEASE

THIS Port Manatee and Port Manatee Ship Repair & Fabrication Lease ("Lease") is made and

I I I

I I i ' I

en tered into by and between the MANATEE COUNTY PORT AUTHORITY, a political entity of the State of Florida, with its principal place of business located at Port Manatee, 300 Tampa Bay Way, Suite One, Palmetto, Florida 34221 (" Authority") and PORT MANATEE SHIP REPAIR & FABRICATION, LLC, a limited liability company organized under the laws of the State of Florida, with a place of business located at 2114 Piney Point Road, Palmetto, FL 34221 ("Lessee") (Authority and Lessee are sometimes hereinafter referred to as "Party" or collectively, the "Parties" ).

WHEREAS, the Authority owns and operates a public seaport facility in the northwestern portion of Manatee County, Florida, known as "Port Manatee" and is seeking to encourage , develop and stimulate the flow of waterborne commerce through Port Manatee, and

WHEREAS, since June 12 , 2018, the Lessee has sub-leased fromB&N Welding & Fabrication, Inc. ("B&N") 2.015 acres of real property at Port Manatee, and

WHEREAS, B&N' s lease expires on October 31, 2019, B&N did not exercise its renewal option, but acted as a holdover tenant;

WHEREAS, the Lessee remained on the 2.015 acres of real property and is desirous ofleasing the same 2.015 acres of real property from the Authority such that they can maintain continuous possession of the property, and

WHEREAS, it is expedient and to the best interests of the Authority to lease the property to the Lessee upon the terms and conditions set forth in this Lease, and

NOW THEREFORE, for and in consideration of the foregoing premises and the mutual covenants contained in this Lease. it is agreed by and between the Parties as follows:

26981/001/01577361 .DOC Xvl

Page 1 of 31

I. REClTALS. The above recitals are true and correct and agreed to by the Authority and Lessee as if such recitals were fully set forth in the Lease.

1. DEMISED PREMISES. The Authority does hereby demise, let, and rent unto the Lessee, and the Lessee shall hire and take as tenant approximately 2.015 acres of real property located in Manatee County, Florida identified as a portion of Port Manatee, the legal description of which a demonstrative sketch is attached and made a part of this Lease as Exhibit A (the "Land"), to have and to hold the same for the terms set forth below. The Land, all rights of access and other appurtenant rights related thereto, and all improvements now or hereafter located on the Land (in cludin g, without limitation, a 7,760 square foot, grade-level, pre-fabricated steel warehouse building and a double-wide office trailer) described in the attached Exhibit B which is incorporated into and made a part of this Lease, are collectively referred to herein as the "Demised Premises." In accordance with the Master Plan, the Authority agrees, covenants and warrants that Lessee has the right to peacefully occupy , have, use, hold and quietly enjoy the Demised Premises subject to the provisions of this Lease. The Lessee agrees to use the Demised Premises so as not to interfere with, in terrupt , or impact the use or operation of any other tenant, user, or customer at Port Manatee. The Demised Premises are leased and accepted by Lessee in its current "As Is-Where Is" condition with the Authority making no warranties as to fitness, and Lessee acknow ledges that it has had adequate opportunity to inspect and test the Demised Premises prior to entering into the Lease.

   
   

2. PURPOSE. The Lessee may use the Demised Premises for the purpose of performing vessel repairs, storing and fabrication of marine products and such other customarily associated activities approved by the Authority. Additionally , if the Lessee intends to use the Demised Premises for any purpose other than those defined above, the Lessee shall first obtain approval of the Authority before beginning such use. The Demised Premises will not be used for any unlawful purposes, and the Lessee will not use the Demised Premises in such a manner as to create a nuisance or otherwise violate any law, rule, or regulation of any governmental authority that is applicable to the Demised Premises or Lessee's operations at the Demised Premises. The Lessee will neither suffer nor commit any waste of the Demised Premises. The Lessee may not act or fail to act in a manner that would adversely affect the title of the Authority.

3. TERM. The duration or term of this Lease commences on April 1, 2020 ("Effective Date"), and terminates five (5) years thereafter on March 31, 2025 ("In iti al T erm") , unless otherwise extended as provided in this Lease. The Initial Term of this Lease may be extended for two (2) five-year extension period. To extend the Initial Term or subsequent extended period, the Lessee must notify the Authority in writing no later than sixty (60) days prior to the expiration of the then existing term of this Lease that it desires to extend the term. As used herein, a "year of this Lease" or "Lease year" means each consecutive twelve (12) month period commencing on the Effective Date and the Authority consents to each anniversary extension. As used herein, "Term" means the Initial Term and any extension thereto.

   
   

4. RENT. The Lessee shall pay to the Authority rent for the Demised Premises , payable monthly in advance together with any applicable Florida sales taxes on rent payab le , on the first ( 1st) day of each calendar month during the Term. The rent for the Demised Premises is as follows: $2,650.00 per month for the first five (5) years of the Term. Should the Lessee exercise its option to extend the term of this Lease as set forth in the paragraph of this Lease entitled "Term," the annual rent for each year during the extended term(s) will be as follows: determined by multiplying the annual rent by the percentage of change in the most recently published U.S. Department of Labor All Urban Consumer Price Index ("CPI-U" ), all ite ms , not to exceed three percent (3%) in any applicable extended lease per io d. The percentage change wil l be computed by comparing index figures published for the month closest to the Lease year anniversary date with the same month of the preceding Lease year. For example, if the Lease comme ncement date is April 1, 2020, the adjustment for the annual rental due on April l, 2025 will be calculated by using the index published for the most recent month available prior to April l, 2025 and comparing it to the index published for the same month of the year 2023, subject to the 3% percent cap. The index to be used will be the most recently published U. S. Department of La bor, All Urban Consumer Price Index. Annual rent on an extended term must never be less than

   $2 ,650.00 per month and will only increase in accordance with the above formula.

   
   

5. 1MPROV EMENTS. The Lessee may cons truct , install or locate upon the Demised Premises and operate any improvements consistent with the paragraph of this Lease ent it le d " Purp ose." The Lessee shall submit to the Authority for approval the plans and specifications for all material improv e ments prior to commencing the construction and installation of the improvements upon the

Demised Premises. The Authority shall make a determination of whether the plans and specifications evidence an improvement(s)consistent with the goals, masterp lan. and objectives of PortManatee and do not conflict v.,ith any of the activities and facilities at Port Manatee.

TheLessee shall not commence the construction or installation of any improvements without approval by the Authority, and Authority approval will not be arbitrarily or unreasonably withheld 01· delayed. Approvals will be deemed granted by the Authority if the Authority finds that such plans and specifications evidence an improvement or improvements consistent with the goals, Master Plan and objectives of Port Manatee, do not conflict with any of the activities and facilities at Port Manatee, and

for which the County of Manate,e a subdivision of the State of Flo1·ida, is willing to issue a buiIding

permit, construction permit, development ord e,r or other appropriate approval for the construction of

the particular improvement or impr ovements_ Before Lessee commences use of the improvements, the Lessee shall furnish in a format specified by the Authority at least one complete set of the as-built or record drawings and specificationsfor the completed improvements to indicate the extent, location, and size forthe records of the Authority in connection with operations at Port Manatee. In all contracts for

with all equ ipment, furnishings, furniture, machinery and other items of personal property, must be removed by the Lessee at no cost or expense to the Authority prior to the expiration or termination of this Lease and the Demised Premises must be cleared, cleaned and restored by the Lessee to raw land.

1. APPROVALS AND PERMITS. The Lessee shall obtain all necessary building or construction approva ls, development orders, and permits required and issued by an appropriate governmental regulatory agency in connection with the improvements identified in the paragraph of this Lease entitled "Improvements" at no cost, expense, liability, or obligation to the Authority. The Authority will cooperate with Lessee in obtaining such approvals, orders and permits.

   
   

2. EXISTING CONDITIONS. Subject to the provisions of the paragraph of this Lease entitled "Environmental Protection." the Lessee accepts the Demised Premises in its existing condition as of the date of this Lease and shall be solely responsible for all site clearance, site preparation, soil removal and soil replacement as a part of the construction or installation of the improvements provided for in this Lease at no cost or expense to the Authority. The Authority shall, to the extent same are available to it, furnish to the Lessee any documentation or other information it may have relating to said existing conditions without guaranteeing or warranting the accuracy or completeness of the documentation.

   
   

3. EXISTING FACILITIES. This Lease and the right of the Lessee to the possession and use of the Demised Premises are subject to any existing electric lines, telephone lin es, water and sewer lines or mains. Lift stations, substations and other utility facilities located through, under or upon the Demised Premises and the Authority, Florida Power & Light Company or its successor in interests, Frontier Communications Company or its successor in interests, Manatee County Public Works Department, U.S. Coast Guard, U.S. Department of Agriculture and their agents, employees, servants and subcontractors will have access to such facilities to the extent necessary for the operations, maintenance and repair of the facilit ies.

   
   

4. SIGNS. The Lessee at its sole expense and risk, but in conformity with all requirements of federal, state, and local Jaw and regulations and , subject to the prior written approval by the Authority (which approval will not be unreasonably withheld or delayed), may erect signs upon the Demised Premises and other appropriate places adjacent to road and thoroughfares within Port Manatee.

   
   

   26981/001/01577361.DOCXvl Page 5 of 31

   
   

5. .MAIN'TENANCE. The Lesseesh all cause the Demsi ed Premises including impr ove.menst located on the Land and any improvements added thereto tob e duly maintained and kept up through out the Term of this Leas e to the extent neces ary to maintain the Demsi ed Premises in a safe, tenantable and workable condition, includ ing, but not li m ited to, th e m ak ing of any r ep a irs or r ep lac em en ts neces sa ry to th e DemisedPr emsi esd ue tod amage doneby a ny act of God, natural disaster ord efault,

   negligence or omission of th e Lessee its agents, employees, invitee,s p atron,s servants or any other

   
   

   p ers ons whomsoever under the control or the Lessee. The Authority may , in itss oled is cr et io,n conduct

   
   

   annual insp ections for th e purpose of identifying whetherth e D e m si ed Premises and improvements are

   
   

   being kept in a «sa£e, tenantable and workable condition/' butthe Authorityh as no m ain te n an c,e r ep a ir

   
   

   or replacement responsibilities for the Demsi ed Pr e m si es or any impr o v em e nt thereon.

   
   

6. UTILITIES. Th e Lesseesh all arrange for and p ay for all utilities to the D em is ed Pr e m ises, in c lud ing initial deposits and other similar charges required by the various utilit comp anies or utility sys tems for commencings er vice and forp roviding s ervice (including, but not limited to, electrical

loading areas, lighting facilities, and all other areas designated by the Authority from time to tim,e for

use by any tenants or the Port (collectively, the« c omm.on Areas"), in common with the Authority, other tenants of the Port, and otherpersons des ignated by the Authority.

16. SECURITY. The Authority si s ubject to minimum standards, procedures andr equire1nents

imposed by federal and state laws andr egulations, rules,p olicie,s and procedures in effect from time

to time concernings ecurity at Port Manatee, including the U.S. Maritime Transportation Security Act or2002; Title 33, parts 101and 105ofthe U.S. Code ofFederal Regulations; Chapter31I ofthe Florida Statutes; and the security provisions of all tarifrs in effect at Port Manatee,. each as amended,

s up lemented , restated or otherwise mod ifi ed fr o m time to tim,e in connection with the security of Port

Manatee as a seaport. PortManatee consists of various racilities operated by the Authority and various facilitiesoperated by lessees pursuant to leases with the Authority, and the securityoff ac il itie s operated by the Authority and facilities operated by the Lessee pursuant to this Lease are beneficial to both Parties necessitating that there be a degree of cooperation between the Authority and the Lessee. The Lessee shall comply with all of the provisions of the above-mentioned laws andr egulations applicable

current Port Manatee Tariff, may at 1:he option of the Authority constitute a default by the Lessee entitling the Authority to exercise any or more of the remedies set forth in the paragraph of this Lease entitled ,cEvents of Default.» The Lessee acknowledges receipt from the Authority of a copy of"the current Port Manatee Tariff.

1. TAXES AND LICENSE FEES. The Lessee shall pay any and all ad valorem taxes,sp ecial

   
   

   as es ments, tang ib le and intangible personal property taxes, sales tax, use taxe,s license fees, and any

   
   

   other tax, fee, or charge which mayb e levied or assessed against any portion of the Demised Premises or imposed in connection with the activities and operations of the Lessee upon any portion of the Demised Premises or in connection with thep os ession of any portion ofthe Demised Premises by the Lessee. Lesseevvi11havethe right to contest the amount or va1idity, in wholeor part, of any ad valorem tax or special assessment or to seek a reduction in the valuation of Demised Premises as assessed for real estate property t x purposes by appropriate proceedings diligently conducted in good faith (but Lessee may continue to pursue such contest past the final due date for such tax only after payment of such tax). The Authority will not be required to join in any proceedings referred to in this paragraph

   
   

   other waste(h ereinafter collectively referred to as "subs tances") to be accumulate,d

   deposited,p.

   laced ,

   
   

   1. e leas e d ,sp ill ed ,s tor ed , or us ed upon or under anyp ortion of Demsi ed Premises contrary to or in violation of any of said law,ss tat u tes , or d in an ces, rules, and regulations.

      1. Th e Authoritysh all h ave the right at any time to examine or insp ect the Demised

         Premises for any r easo,n includ ing , but not Jim ited to , performing an Environmental Site

         Asses ment and determining the exsi tence of saids ubs tances, during the normal busines h o ur s

         of the L e s ee w ith reasonable notice to the Les ee and at no cost or expense to the Lessee.

         
         

      2. Th e Lesseesh all immediately notify the Authority of any accumulation, d ep os it, p la ce m e nt, release,sp i,ll s torag e, or us e of any of saids ubs tan ces up o n or u nd er the Demise Premises. Such notification will be in add itio n to and w ill not replace any notice required by app licab le laws.

         
         

      3. The Authoritys halth ave ther igh t, in its s o le d is c retio,n to cause an environmental

         as es men,t audit, or survey to be conducted or 1nade of the Demsi edPr emisesby a co mp etent

         q ua lifi ed e n v ir o nm enta l co ns u lta nt or eng in eer on s u bs ta nt.ia lly the sameb asis and using th e same criteria as any Environmental Site As essment carried out under s ubp ar agrap h A ab o v,e

         identifying the existence and the levesl or quantities of any of the above mentioneds ubs ta nces

         on or u n der any p o rt io n of the Demised Premises during a timep er iod between 60 and 90 days

         prior to the expiration of the Term of this Lease. A copy of any written as es men,t aud,it or

         s urvey obtained by the Authorityp urs uant to thep rovisions of this subparagraph must be

         
         

         period of time to be determined by the Authority. In the event the Lessee fails to correct the

         violation within the period determined by the Authorit,y then and in that event, the Authority

         s hall have the right to terminate the operation of any such facilities by the Lessee until such

         violation has been corrected or take such lavvful action as may be appropriate under the circumstances.

         
         

         1. Ther emed ies granted to the Authority in this Lease are in addition to all other remedies which may be available to "the A uth o rity under the laws of the United States and the State of Florida and nothing in this Lease will be construed as limiting the remedies of the Authority or any federal, state, regional, county, or local government g over nmental authority with jurisdiction to regulate the construction and operation of the racilities.

            
            

         2. Nothing in this Lease will be construed to impair or limit the lavvfu) rights o:fthe Lessee

            to challenge or contest any such applicable law,s requirements.

            statutes, ordinances,r ules, regulations, or

            
            

         3. Throughout the Term of this Lease, Lessees hall not us,e generate, release,d isc h arg ,e

         store,d ispose, ortransport anysubstances in, und e,r

         i,n

         above, to, or from the DemisedPr emises

         in any manner other than in strict compliance with all applicable laws. If Lessee's activities at the Demised Premises or Lessee's use of the Demised Premises (a) result in a release of substances that are not in compliance with applicable laws or permits issued thereunder; (b) gives rise to any claim or requires a response under app licab le la ws or permits issued

         thereunder; (c) causes asgi nificant public health effect; or (d) creates a nuisance, then Lessee

         
         

         policies of insurance must be performable in Manatee County_, Florida, and must be construed in accordance with the laws of the State ofF lorida.

         1. The Authority shal1 be included as an Additional Insured on the Lessee's Commercial General Liability, Umbrella Liability, and Business Automobile Liability policies and provide the«s everability of Interest,, provision (a/k/a •'Separation of lnsured, s '' provision).

         2. The Lessee shall deliver to the Authority, within 5 days of execution of this Lease and prior to possessing the Demised Premises,pr ope.rly executed "Certificate(s) of Insuranc,e " setting forth the insurance coverage and limits required in this Lease. The Certificates must be signed by the authorized representative of the insurance company(s) shown on the Certificate

            of Insurance. In the event of a claim, certified, tru,e and exact copies of the insurance policies

            required in this Lease must be provided to the Authorit,y if requested by the Authority.

         3. The Lessee shall take immediate steps to make up any impairment to any Aggregate Policy Limit upon notification of the impairment.

         4. The Lessee authorizes the Authority and its insurance consultant to confirm all

         information furnished to the Authority ith theLessee's insurance agent,s insurance carriers.

         brokers,s uret,y

         and

         
         

         F . All insurance coverage ofthe Lessee shall beprimary to any insurance or self-insurance

         program can·ied by the Authority. The Authority.s. insurance or self-insurance programs or

         coverage must not be contributory with any insurance required o:fthe Lessee in this Lease.

         G. The acceptance of delivery to the Authority of any Certificate of Insurance evidencing

         
         

         coverage required in this Leas,e except for the application of the Ag gregate Limist Pr ovisions .

         
         

         1. Renewal Certificate(s) of Ins urance mus t be provided to the Authority at least ten (10) d ay s prior to expiration of current coverage.

            
            

         2. If the Lessee fails to provide or maintain the ins urance coverage required in th si Lease

         at any time during the Tenn ofth e L eas e, the A u th o rity may term in ate or suspend this Leas e.

         1. If the Lessee utilizes contractosr or sub-contractors to perform any work on the

            Authoritypr operty, the Les ee will ensureall contractors andsub-contractorsmaintain th e same

            types and amounst

            of insurance required of the Less ee. In add it io,n

            the L ess e e will ens ure th at

            th e co n tr acto rs and sub-contractors insurances comply with all of the insurancer equiremenst specified. for the Less ee contained with in this Lease. The Less ee shall obtain Certificates of Insurance comparable to thos e required ofthe Lessee from aJl contractors ands ub -co ntr ac tor s. Such Certificates of Insurances mus t bepr esented to the Authority upon request.

            
            

            P. Accident Reports. The Lesseesh al l imm edi ateyl notify the Authority of any accidents

            involving the Lessee's sta.fl: veh icles, or equipment th at occur while the Lessee is performing

            services under thsi Lease andr esult in personal irtjuries or damag e to public orpr ivatepr operty. In

            alIs uch cases,oral notice mus t bepr ovided within nine(9) hours or theaccidentanda written report mus t bep rovided to the Authority within five (5) business days of the accident. If any is ues are

            unresolved at that time, as ubs eq uent report shall b epr ovided to the Authority within five (5) bus iness days following the ultimate disposition of the case. The oral and written reportss hall

            include the date and time of the even,t a description of"the event, an estimate of the damag es and

            
            

            1. Comme.rc,ia l General Liability Insurance must be maintained by the Lessee on theF ull Occurrence Form. Coverage must include but not be limited to Premises and

               Operations> Persona] Injury, Contractual for this Leas,e Independent Contractors. Th e

               minimum acceptable limist

               Bodi]y Injury &

               Property Damage Liability

               are:

               
               

               $2,000,000.00 CombinedS ing le Limit each

               Occurrence and aggregate

               
               

               The use of an Excess and/or Umbrella poJicy is acceptable if the level of protection provided by the Excess and/or Umbrella policy is no less restrictive then the Primary General Liability policy.

               
               

            2. Business Autornobile Liability Insurance must be maintained by the Lessee as to ovvnership, maintenance, use, loading and unload ing of all owned, non-owned, leas ed , or hired vehicles with limits ofnot lss than:

Bodily Injury

Property Damage Liability

$1,00,0 000.00 Limit Each Accident

$,10 00,000.00 Lirnit Each Accident

or

Bodily Injuyr &

Property DamageLiabiJity

$1,00,0 000.00 Combined Single Limit Each

Accident

person entering the Demised Premises under express or implied invitation o:fLessee ("Lessee and Othesr "), or (2) arsi ing out of or relating to Lessee and Others use of the Demised Premises, or (3)

arising out of orr elating to Lesseeand Others operation at Port Manate,e except to the extent provided

by law that any such loss or damage is caused in whole or in part by the gross negligence or willful misconduct of the Authority Tnd e m n it e e . The Authority shall not be liable or responsible for any loss or damage to any property or the death o:for injury to any person occasioned by theft, fire, act of God,

public enem,y

injunction,r iot, strike, insurrectio,n

wa,r

court order,r equsi ition of other governmental

body or authorit,y by other Port lessees or by any other matter beyond the control of the Authority.

Lessee's obligations underthisparagraph are not limited in amoun,t

and specificalyl

are not limited to the

run.cunt of any insurance. The indemnificationset forth inthisLease must surviveand continuein fullforce and effect and may not be terminated, discharged or released in wholeor in part for a period of six (6) years after the date of termination or expiration of this Lease.

23. GOVER.N"MENTAL IMMUNITY. Nothing in this Lease is intended to serve as a waiver of sovereign immunity by the Authority or may be construed as consent by the Authority to bes ued by third

activities and operations at PortManatee. Nothing inthisLeasevvill be construed to impair or limitthe

lawful rights of employees of the Lessee or the Authorit,y organizationr epr esenting said employees.

or to limit the lawful rights of any labor

25 . RELATIONSHIP BETWEEN THEP ARTIES. The Authority is not exercising any dominion,

control or supervision over the activities and op erations of'the Lessee upon th e DemisedPr emsi e,s and

the onyl interest the Author ity has in and to activjties and operations is as the les or or landlord of the

Demsi ed Premises pursuant to th epr ovisions of this Lease and as the owner and operator of Port Manatee pursuant to the provisions of the then current Port Manatee Tariff.

26. ASSIGNMENT OR SUBLETTING. Th si Lease is binding upon and will inure to the benefit

of the Parties and their respective successors and assigns. 1-iowever, this Lease may not be as igned and no portion of' th e Demised Premises may bes ublet by the Lessee without the express written approval of the Auth or ity . Th e A uth or ity w ill not arbitrarily delay or refuse to permit such an assignment if the Lessee furnsi hes evidences atsi factory to the Authority thatthe assignee has financial

Treasury Office of Foreign Asset Control; 2) neither Lessee, nor any person(s) who, in the aggregate or individually, directly or indirectly own 50% or more of the Lessee, nor any

guarantor of all or any part or Lessee's obligations under th si Lease are directly or indirectly

owned or controlled by a government or country that iss ub j ect to an embargo impos ed by the

U.S. Government;. or 3) neither Lessee nor any person(s) who, in the aggregate or individually, directly or indirectly own 50% or more of the Les ee, or guarantor of all or any part of the Lessee's obligations under this Lease are acting on behalf of a government or have been in the past five years involved in business arrangements or other transactions with any country thatsi

subjecttos uch embagr o. Lessee agreesto notify the Authority in writing immediately upon the

occurrence of any of tha,t which would cause the foregoing representation, and warranties of

this Section to be incorrect inany respect and the Authority ,-vill havethe rightthen orthereafter

to terminate this Lease at its soleand absolute discretion.

B. In connection withanyaspectof this Leaseor othertransaction involvingLessee, neither Lessee (which includes for purposes of this section its parent and affiliate companies, owners, members, managers, s h ar eh o ld ers , d ire ctors, officers, representatives, agents, employee,s

d istributosr, vendors and s up liesr collectively) has engaged or vvill eng ag e in prohibited

conduct, as defined in the Foreign Corrupt Practices Acts, directly or indirectly in the performance of this Lease or otherwise on behalf of itself or Lessee. In the event of or during the term of this Lease, if Lessee is not in compliance with this Section, Lessee shall make prompt disclosure ofs uch non-compliance to the Authority and the Authoritys hall have the right to terminate the Lease.

orappropriateregulatory agencies, novv in fore during the Term of this Lease or which may hereinafter be in f"orce.

To th.e extent the Lesseer eceives any notices of violations of any permit or applicable lawsis ued by any g o v e rn m e nta l authority relating to the cons truction of the improvements, leasing of the Demised

Pr emise,s or the operations at the Demised Premises or concerning its other activities under this Lease

("'Citation"), the Lessee shall promptly respond to the Citation. The Les ee shalJ provide notice and a

copy of each Citation to the Authority promptly after the Citation si received bythe Lessee. Thereafter,

the Lessee shall keep the Authority informed on the ongoing status of the Lessee's efforts to address the Citation, and the Lesseesh all provide notice to the Authority when the Citation has b een

1. at is factor ily r es o lv e d . The Lessee shall pay all costs of investigating and responding to a Citatio,n all

costs of correcting deficiencies and ach ieving compliance with applicable laws, and all fines assessed as a result ofthe Les ee's non-compliance.

1. EM.INENT DOMAIN. If during the Ter m of this Lease there is any taking of any portion of

   
   

   loss.The Lesseewill be entitled to any compensation awarded for any takin,g wh eth er for the w h o le or

   
   

   a portion of the Demised Premises, for the Lessee's leasehold interest, all impr ovem.ents that were part

   
   

   of the taking and installed by Les e,e fixtures.

   Lessee's moving expenses, and the value of Lessee's trade

   
   

2. EVENTS OFDEFAULT. Any ofthefollowing events constitute an "Event of Default" ofthis Lease by Lessee:

   1. IfLessee abandons or vacates the Demsi ed Premises; or

      
      

   2. If the Ren,t fees, charges, or other payments which Lessee agrees to pay or is obligated

      to pay hereunder are not received by the Authority within ten (10) businessd ay s after receipt of-written notice ofnon-payment from the Authority; or

      
      

   3. I:fLessee fails to observe, keep, or perform any of the terms, covenants, agreement,s or

      conditions of this Lease for a period of ten (10) business days after receipt of written notice from the Authority; or

      
      

   4. If Lesseetransferss ubstantial control of Lessee's assets or Lessee's business operations

      or activity to any other entity without prior written consent of the Authority, which will not be unreasonably withheld; or

      
      

      property of Lessee, ands uchp oss ess ion or control continues in e:ffect for ap eriod of'thirty (30) calendar d ays; or

      
      

      (xj) Anyb usiness si conducted,. or servicesi p er formed, orp r o d uct is sold from the Demised

      Pr emises thatsi

      notsp ecificalyl

      auth or ized by this Lease, and such activity does not cease

      vvithin ten (I 0) calendar days afterr ecepi t of written notice to that effect; or

      
      

      (xH) If at any time Lessee uses orper mits the Demsi ed Premises to be us ed f"or any p urp os e vvhich has not been authorizedby th is Lease; or

      
      

      (xiii) If Less ee us es orp ermist the use of the Demsi edPr emises in violation of any law, rul,e

      or regulation (including, but not limited to, envri onmental laws); or

      
      

      (xiv)

      If Lessee attempts to ord oes mortgage orp ledg e Lessee's intet·esth ereund er; or

      
      

      (xv) or

      If Lessee•s interest und er this Leasesi

      being sold under execution or oth er legalpr ocess;

      
      

      (xvi) [f Lessee's interest und er th si Lease is being modified or altered by any unappr oved

      assignment or unauthorized s ub le tt ing , or by operation of law; or

      
      

      (xvii) If any of theg oods or chattesl of Lessee used in, or incid e n t to, the operationofLessees•

      b us in ess in the Demised Premises are being or haveb ee ns e ize,d s eq ues ter ed, or imp o und ed by virtue of, or under authority of, any legal proceeding; or

      
      

      as weJl as ind irect, co ns eq u e n tia, l and all otherd amag es whatsoever. Th e ex er c is e by the

      Authority of anyrgi h t of termination will be without prejudice to and in addition to every otherr emedy at law or in eq u ity . No r e m edy in this Lease conferred upon orr eser ved to the

      Authoritysi intended tob e e xc lus iv e of any otherr emedy in this Lease provided or oth erwise

      availabl andeach and every remedy will be cumulative.

3. HABITUAL DEFAULT. Notwithstanding the foregoing, in the event Lessee defaults in the

p er formance of orbr eaches any of the terms , covenanst and conditions required in this Lease to bekept

andp erformed by Lessee two (2) or more times in two (2) cons ecutive months, and regardless of

whether Less eeh as cured each ind iv id u a l co nd iti o n of breach ord e:fau,lt Lessee may b e dete rm ine d by

A uth or ity to be a "h ab it ua l v io la tor .., At the tim e th at su ch d eterm in atio n si m ad e, the A uth or ity shall

issue to Les ee a written notice advising of such determination and citing th e cir c ums tan ces of the determination. S uch noticemust asl o advise Lessee that there will be no further. notice or grace periods

to cor ect anys ubs e q ue nt br eac h es or defaultsand thatanys ubs equent br each es or d efa ult,s of whatever

nature, taken with allpr evious breaches and defaults, Vvillb e cons id er ed cu m u la tiv e and coJlectiveJy, cons titute a condition of non-curable default andgr o u nd s for immediate termination ofthis Lease. Io

the event of anys uchs ubs eq ue nt breach or d efa u lt, the A uthor ity m ay terminate th si Lease. The

B. Suspension or revocation of Lesse,es operations by ag overn1nental unit or agency having jurisdiction over the Demised Premises and/or the business being conducted on the Demised Premises,r egard les s of the length of suchs uspens ion orr evocat.ion.

33. NO HOLD G OVER. F ailur e of Lesseeto surrenderthe Demised Premises in accordance'With

the provisions of this Leaseupon termination or expiration of this Lease, andthesubsequent holding over

by Les e,e with or without the consent of the Authority, will result in the creation ofa tenancy at will at

triple the Rent payable commencing at the time of the date oftermination or expiration. This provision does notgiveLessee any right to hold overat the termination or expiration of the Term of this Lease and will not be deemed to be a renewal of the Lease Term by operation of law or othervvise.

34 . SOLVENCY. If Lessee becomes insolvent or bankruptcy proceedings are begun by or

against Lessee, and within sixty (60)daysthereo,f Lesseefailsto secure a ruscharge thereof, or if Less ee

should make an assignment for the benefit of creditors before the end of the Term of this Leas,e the

Authority is irrevocably authorized, at its option, to terminate this Lease. The Authority may elect to

accept rent and other required compensation from the receiver, trustee or other judicial officer during

d omai,n bycondemnation or by private purchase in lieu thereof by a body vested withthe power

of eminent d o m a in" or by any governmental authority orp ers on acting under governmental authority, or by expropriation, confiscation" nationalization or other simi'lar event.

B. If asp ecial event of force majeure occurs, the Partiessh a ll confer and agree upon the extent thereof, methods of facilitation or removingsuch eventandp os ible modifications to this Lease. lf said matters are not agreed upon in writing within ninety (90) days after the date ofs uch

event, the Les ee will have the right to terminate thsi giving the Authority written notice of said termination.

Lease without penalt.y upon the Lessee

36. FEDERAL .MARITIME COMMISSION REQUIREMENTS. The Authority shall comply with all approval or filingr equirements relatiJ:1g to this Lease under federal laws or regulations administered by the Federal Maritime Commission and the Lesseeshall fully comply with all such approval or filing requirements relating to commercial carrier and/or marine terminal operator schedules. If it is determined by the Federal Maritime Commission or by either of the Parties thatthis Lease is subject to

approval or filingrequirements under federal lawsor regulations ad m insi ter ed by the F e d e ral Maritime

Commission, theP artie,s in cooperation with each other, will promptly comply with said requirements.

If the activities and operations of the Lessee at Port Manateep ursuant to the provisions of"th is Lease

result in a determination that the Lesseesi a marine termin.al operator and ifthecharges, fees, rates and

subject to disclosure to a requesting third person (nota party to this Lease). If the Authority receives a request by a third party for the disclosure or anys uchpublic records relating to theLesse,e theAuthority s hall immediately notify the Lessee ofs aid request;_ however, in no event vvill the Authority delay production of the public records in order to provide notice to the Lessee. The Authority will comply with said req uest to the extent required by law, unless the Lessee institutes an appropriate legal proceeding or suit against the Authority and /or the third person to restrain or otherwise prevent the particular public records'd isclosure. l:fthe Lessee institutes anys uch legal proceeding or suit and the Authority incurs any attorneys' fees, costs, damages, or penalties in connection with or because orthe legalpr oceed.ing or s u it, the Lesseesh a ll pay to th e Authority an amount equal to the total amount of s aid a tt or n eys ' fees., costs,d am ag es , or penalties.

Th e Lessee agrees to comply with the FJorida Public Records Act, as applicable, includ ing , but not limited to Section 119.070 1 of the Florida Statutes. Documents which are considered publicr ecord s under Florida lawinclude, but are not limited to:r ecord sr elated to th e entry, management and implementation of the Leas e itself; emails/correspondence between the Authority and the Lessee related to the Leas e;

Furtherrnore, the Less ee agrees that all records stored electronically will be provided to the Authority jn a format that is compatible with the information technology systems or the Authority. The Les ees hall

promptlypr ovide the Authority with a copy of anyr eq uest to inps ect or copy public records that Lessee

r eceives and a copyoftheLessee'sr esponse toeach request. The Les ee understands and agreesthatfailure to provide access to thep ub licr ecor ds wjll be a material breach of the Lease and groundsfor termination.

IF THE LESSEE HAS QUESTIONS REGARDING THE APPLICATION OF CHAPTER 119, FLORIDA STATUTES, TO THE LESSEE'S DUTY TO PROVIDE PUBLIC RECORDS RELATING TO THIS CONTRACT, CONTACT THE CUSTODIAN OF PUBLIC RECORDS AT 'J:'AF: AUTHORITY AT (941) 722-6621.

1. NOTICE. All notices required or allowed by this Lease must bed eliver ed by email (with a r equirement that ther ecipient acknowledge receipt), thirdp arty overnight courier (including overnight

   couriesr 's ervices such as Federal Expr es ) or Certified M ai,l Return .Receipt Requested, p ostage paid

   
   

   addressed to the party to whom noticesi g iven at the following addresses:

   
   

   Notice isd eemed toh ave been given upon receipt by recipient as evidenced by an em.ail ack nowledg ing

   
   

   receipt, by overngi h t courier Air bi,ll or by returnr eceipt. In th e event ther ecipient fails orr ef us es to

   
   

   sign the Return Receip,t ther eceipt will bes ufficient.

   
   

2. CONTROLLING LAW. The enforce-1n e n t of th si L e as e and the i n t er p r e ta t io n o f th e provisions

ofthe Lease are controlled and governed by the laws or theS tate of Florida. Any action or proceeding

broughtby the Lessee against the Auth o ri ty :for the enforcement of thsi Lease or the interpr etation of

thepr ovisions ofthis Leas e will be brought in a court ofapp licab le jurisdiction in the State of Florida

and the venue for anys uch action orpr oceeding will be in Manatee Count,y F lorid,a unless thed efault

i1nplicates or involves a federal statute,r egulatio,n order or permit in which case venue will be in

the -federal courts with the Midd le District of the State ofF lor id a .

Th e Authority and Lesseer ecognize that this Lease involvesr elativeyl complex bus ines transactions;

that thsi

Lease si

lengthy and its terminology is technical in nature and thus may be especially

s us cep tib le to m si interp r e ta t io n ; and in th e ev en t of a d sip u te as to r gi h ts and o b liga tio ns u nd er th si

V\IHICH A JURY TRIAL CANNOT BE OR HAS NOT BEEN "W'AIVED. THIS PROVISION

IS "MATERIAL AND M:UTUAL INDUCEMENT TO ENTERING INTO THIS LEASE.

4 0. AMENDMENTS. This Lease may not be modified, amended, or altered except by in a written document prepared with the same :formality and of equal dignity as this Lease and executed by the Authority and Lessee.

4 I. WAIVER AND DELAY. No waiver or delay in enforcing the terms of this Lease v.riII be construed as a waiverof any subsequent breach. No waiver of"any portion ofthisLeasev.ir]l beeffective unless it is in writing ands igned by the party against whom it is asserted.

42. NO THIRD PARTY BENEFICIARIES. Neither the Authority nor Lessee intends to benefit a third party directly or indirectly by this Lease. Therefore, the Authority and Les ee agree that this

Lease does not and is not intended to confer any eights orr emedies upon any person or entity other than the Parties.

language agreed to expresses their mutual intent and the resulting document may not, solely as a matter of judicial construction, be construed more severely against one of the Parties than the other. The Parties acknowledge that they have sought and received whatever competent advice and counsel was necessary for them to form a full and complete understanding of all rights and obligations inthisLease and that the preparation of this Lease has been their joint effort. This Lease, including all exhibits and

addenda attached to this Leas,e and other documents referenced in this Lease contain the complete

Lease of the Parties for the Demised Premises. As used in this Lease,, "business day" means any day that is not a Saturday, Sunday or a holiday recognized by Port Manatee in its Tariff.

1. AUTHORITY TO EXECUTE. Each of the Parties covenantsto the otherparty that it has lawful authority1:oenter into this Lease, thatthe governing body of each of1:he Partiesh as approved this Lease and that the governing body of each of the Parties has authorized the execution of this Lease in the manner set forth belo"v.

   
   

2. COUNTERPARTS ; SIGNATURES. This Lease will become effective upon ist execution

   JN WITNESS WHEREOF, the Parties have caused this Port Manatee and Port Manatee Ship Repair & Fabrication Lease to be duly executed in duplicate this the 19th day of May , 2020 to be effective on the Effective Date.

   
   

   
   

   ,l    

   ATTEST: ANGELINA "ANGEL" COLONNESO MANATEE COUNTY PORT

   Clerk of Circuit Court

   AUTHORITY

   6

   · .. \)'t H 0 1t1 ,

   EAL: \ By:

   J1.

   ·"''""''11111,,,,,,

   
   

   

   
   

   

   By

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   1!1:cP•' I Chainnan

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   "1111111\t••

   "'ll•r . ,, PORT AUTHORJTY

   
   

   PORT MANATEE SHIP REPAIR&

   
   

   

   By:              

   Prin ted: f / }_/'JNJ(

   
   

   _1-1.

   
   

   /(e r{ A.J    

   
   

   
   

   

   
   

   26981/001/015 77361.0O0 M

   Title: f12.. E-5c,c/ I

   "LE SSEE"

   
   

   Page 28 of 31

   
   

   EXHIBIT A

   
   

   Legal Description

   
   

   Parcel IDNo. 593-3-10059 - 0.84Acre

   
   

   COMMENCE AT THE SOUTHERN CORNER OF SECTION 1, TOWNSHIP 33 SOUTH, RANGE 17 EAST, MANATEE COUNTY, FLORIDA; THENCE

   N00d30'08"E, ALONG THE EAST LINE OF SAID SECTION ,l A DISTANCE OF

   1889.65 FEET TO A RAILROAD SPJKE MARKING THE INTERSECTION OF SAID EAST LINE AND THE CENTERLINE OF PORT MANATEE ENTRANCE ROAD; THENCE EAS T, ALONG SAID BASELINE, A DISTANCE OF 125 1.82 FEET TO THE POINT OF INTERSECTION OF SAID BASELINE AND THE CENTERLINE OF PINEY POINT ROAD; THENCE S 60d4 9 ' 56 " E, ALONG SAID CENTERLINE, A DISTANCE OF 622.20 FEET; THENCE N29 d l0 '0 4 " E_. A DISTANCE OF 40.00 FEET FOR A POINT OF BEGINNING, SAID POINT ALSO BEING A POINT ON THE NORTHERLYRIGHT-OF-WAYLINEOFSAIDPINEY POINT ROAD; THENCE N6 0d49 '5 6 " W, ALONG SAID NORTHERLY RIGHT-OF-WAY LINE, A DISTANCE OF 198.49 FEET; THENCE N29dl0'04"E, A DISTANCE OF 131.86

   
   

   

   ••ee:-.....

   ParcelIDNo.593310059 -0.84Acre

   
   

   
   

   

   

   J;O W 90™

   ·i:,.wnJ:J.33LWMI .llfUJ l.UOll:l :A. J mn:J3Dir. ,·:ts

   66/Var"◄- nw - Oll.l 19£ 9dLffl 18

   ParcelIDNo.593310006- I .1 8 A cr e

   r..... , <( C"N""

   r-.,._• ·~

   
   

   EXHIBLTB

   Description of"Improvement:s.

   
   

   
   

   1. Pr e-fabri"c at ed steel warehouse

   2. Double-wide office

Type Building Trailer

EXHIBIT 2

PORT MANATEE AND PORT MANATEE SHIP REPAIR & FABRICATION LLC LEASE AMENDMENT ONE

The terms and conditions of this Port Manatee and Port Manatee Ship Repair & Fabrication, LLC Lease Amendment One (“Amendment One”), made and entered into by and between the MANATEE COUNTY PORT AUTHORITY, a political entity of the State of Florida, with its principal place of business located at Port Manatee, 300 Tampa Bay Way, Palmetto, Florida 34221, hereinafter referred to as the “Authority,” and PORT MANATEE SHIP REPAIR & FABRICATION, LLC, a limited liability company organized under the laws of the State of Florida, with a place of business located at 2114 Piney Point Road, Palmetto, FL 34221 (“Lessee”), (collectively referred to as the “Parties”) for and in consideration of the mutual covenants herein contained and other good and valuable consideration, amend the certain Port Manatee and Port Manatee Ship Repair & Fabrication, LLC Lease entered into by the Parties on May 19, 2020 (“Lease”) and state as follows:

1. CONSIDERATION. The Parties agree and represent that as a result of economic conditions, mutual covenants, the long-term benefits to both Parties, and other good and valuable consideration, this Amendment One shall govern the Parties’ responsibilities regarding paragraph 2 of the Lease titled “Demised Premises.”

2. SCOPE. This Amendment One is being entered into for the purpose of amending, modifying and superseding paragraph 2 of the Lease. Except to the extent herein amended, all other provisions set forth in the Lease shall remain in full force and effect and be binding upon the Authority and Lessee. The Parties agree that all capitalized terms used in this Amendment One which are not otherwise defined, shall have the meaning defined in the Lease. In entering into this Amendment One, the Parties acknowledge that in no way has the Authority waived any of its rights or claims it may have against Lessee.

3. AMENDMENT. The Parties agree to amend, modify, and supersede paragraph 2 of the Lease as follows:

   2. DEMISED PREMISES. The Authority does hereby demise, let, and rent unto the Lessee, and the Lessee shall hire and take as tenant approximately 2.015 acres of real property located in Manatee County, Florida identified as a portion of Port Manatee, the legal description of which a demonstrative sketch is attached and made a part of this Lease as Exhibit A (the “Land” or “Demised Premises”), to have and to hold the same for the terms set forth below. In accordance with the Master Plan, the Authority agrees, covenants and warrants that Lessee has the right to peacefully occupy, have, use, hold and quietly enjoy the Demised Premises subject to the provisions of this Lease. The Lessee agrees to use the Demised Premises so as not to interfere with, interrupt, or impact the use or operation of any other tenant, user, or customer at Port Manatee. The Demised Premises are leased and accepted by Lessee in its current “As Is-Where Is” condition with the Authority making no warranties as to fitness, and Lessee acknowledges that it has had adequate opportunity to inspect and test the Demised Premises prior to entering into the Lease.

4. CONFLICT. In the event of a conflict regarding the provisions set forth in paragraph 2 of the Lease and the provisions contained in this Amendment One, the provisions set forth in Amendment One shall prevail. In the event of a conflict between any other paragraphs within Amendment One and the Lease, the Lease shall prevail.

5. AUTHORITY TO EXECUTE. Each of the Parties covenants to the other party that it has lawful authority to enter into this Amendment One, that the governing or managing body of each of the Parties has approved this Amendment One and that the governing or managing body of each of the Parties has authorized the execution of this Amendment One in the manner hereinafter set forth.

6. EFFECTIVE DATE. The Effective Date of Amendment One is May 20, 2021.

lN WITNESS WHEREOF. theP arties have caus ed this Amendment One to bed u ly e x e c uted in d u p licate on the day fir st above wrinen.

ATTEST: ANGELINA M . COLONNESO MANATEE COUNTY PORT AUTHORITY

Clerk of"Cir cu it Court

By:_ _ _ _ _ _ _ -_

P r in te d: _ _ _ _ _ _ _ _ _ _

W ITN ES S ES :

By :                                      

Reggie Bellamy

Chari m an

A U T H O R JT V

PORT MANATEE SHIP REPAIR &

FABRICATION, LLC

yB: # /  

EXHIBIT “A”

Legal Description

Parcel ID No. 593310059 – 0.84 Acre

COMMENCE AT THE SOUTHERN CORNER OF SECTION 1, TOWNSHIP 33 SOUTH, RANGE 17 EAST, MANATEE COUNTY, FLORIDA; THENCE N00d30’08”E, ALONG THE EAST LINE OF SAID SECTION 1, A DISTANCE OF 1889.65 FEET TO A RAILROAD SPIKE MARKING THE INTERSECTION OF SAID EAST LINE AND THE CENTERLINE OF PORT MANATEE ENTRANCE ROAD; THENCE EAST, ALONG SAID BASELINE, A DISTANCE OF 1251.82 FEET TO THE POINT OF INTERSECTION OF SAID BASELINE AND THE CENTERLINE OF PINEY POINT ROAD; THENCE S60d49’56”E, ALONG SAID CENTERLINE, A DISTANCE OF 622.20 FEET; THENCE N29d10’04”E, A DISTANCE OF 40.00 FEET FOR A POINT OF BEGINNING, SAID POINT ALSO BEING A POINT ON THE NORTHERLY RIGHT-OF-WAY LINE OF SAID PINEY POINT ROAD; THENCE N60d49’56”W, ALONG SAID NORTHERLY RIGHT-OF-WAY LINE, A DISTANCE OF 198.49 FEET; THENCE N29d10’04”E, A DISTANCE OF 131.86 FEET; THENCE S88D17’19”E, A DISTANCE OF 223.69 FEET SAID POINT ALSO BEING THE NORTHWEST CORNER OF A PARCEL OF LAND AS DESCRIBED IN OFFICIAL RECORDS BOOK 1249, PAGE 2869, OF THE PUBLIC RECORDS OF MANATEE COUNTY, FLORIDA; THENCE S29d10’04”W,A DISTANCE OF 235.00 FEET FOR A POINT OF BEGINNING. ALL LYING AND BEING IN SECTION 6, TOWNSHIP 33 SOUTH, RANGE 18 EAST, MANATEE COUNTY, FLORIDA.

CONTAINING 36,410 SQUARE FEET OR 0.84 ACRES, MORE OR LESS.

Parcel ID No. 593310006 – 1.18 Acre

COMMENCE AT THE S.E. CORNER OF SECTION 1, TOWNSHIP 33 SOUTH RANGE 17 EAST: MANATEE COUNTY, FLORIDA; THENCE NORTH ALONG THE EAST LINE OF SECTION 1, A DISTANCE OF 1888.56 FEET THENCE EAST 1270.0 FEET TO CENTER LINE OF PINEY POINT ROAD, THENCE S 61⁰ 29 E, A DISTANCE OF 600’ TO A POINT IN CENTER LINE OF PINEY POINT ROAD NORTHEASTERLY 40⁰ FEET TO POINT OF BEGINNING, CONTINUE NORTHEASTLY 235 THENCE NORTHEASTLY 207’, THENCE SOUTH 334 FEET, THENCE N 61⁰ 29W 180.0 TO POINT OF BEGINNING.

Parcel ID No. 593310059 – 0.84 Acre

Parcel ID No. 593310006 – 1.18 Acre

May 20, 2021

CONSENT

AGENDA ITEM 3.E: INTERMODAL CONTAINER YARD CHANGE ORDER 5

BACKGROUND:

On July 28, 2020, the Authority approved The Crisdel Group as contractor for the Intermodal Container Yard Expansion in the amount (including deductive Change Order 001) of

$7,890,197.90, funded 50% by FDOT. Change Orders 002, 3, and 4 were previously approved for an increase in the contract of $743,806.40 for the encasement in concrete of the duct bank and an initial inspection to determine the extent of leaks, and the addition of 148 refrigeration receptacles in the northern plot of the intermodal container yard. Change Order 5 increases the contract

$29,959.94 to repair leaks discovered in the existing drainage system.

ATTACHMENT:

Change Order No. 5

COST AND FUNDING SOURCE:

FDOT proceeds and Port cash each $14,979.97

CONSEQUENCES IF DEFERRED:

Delay in repairing leaks in the drainage system

LEGAL COUNSEL REVIEW: Yes

RECOMMENDATION:

Move to approve and authorize the Chairman to execute Change Order No. 5 increasing the contract between the Manatee County Port Authority and The Crisdel Group in the amount of

$29,959.94, subject to FDOT approval.

PORT MANATEE

Project Name: Jntermodal Car.,.o Yar d E xpansion

CHANGE ORDER FORM Change Order No. 5

Purchase Order No.          PA005518             

Date of Issuance:                             E ffective Date: Owner: Manatee County PortAuthority Contract# :

E ngineer of Record: Stantec Contractor s Project#: Contractor: Crisdel Group, Inc Engineer' s Project#:

          8985 Palm River Rd                  Contract Name:

Tampa, FL 33619

Pr oject: lntermodal Carg o YardE xpansion

PA005518 2322

lntermodal Cargo Yard Expansion

The Contr act is modified as follows upon execution of this Ch ang e O rd er : D e s cr ip ti o n :                             Pressure Grout Rep a ir - Existing ERCP

Attachments: Quota#2322-001         List documents sup p o rt ing ch ang e:

CHANGE IN CONTRACT PRICE

Original Contract Price:

$ 8 ,927.8 12.90

CHANGE IN CONTRACT TERMS

[note changes in Milost.onos If appHcabJeJ

Original Contract Times:

S ubstantial Completion: 6/25/2021

Date of Final Payment 7/23/2021

ProJect:Ifntermodal Cargo YardExpansion Description: fRCP G ro u ti ng Repair- Quote2 322•00 1

Expranntion:IPre.ssure grouting leaksIn existing RCPscor n-,Jines

Crlsdel Project No.:L2=2;;3:;.2;;;;..._ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ .,

$

s

s

$

$

$

Hdl£R.at e

118.9 2

101.2 3 7 7 .10 55.44 88 .4 7

1 21 .2 '.l

8 9.49

638. 7

90. 0

N o .

Ho,y sl

E g u le Hrs

Hyd Excavator - Komatsu PC308 HydEx·cavat ·or - KomatsuPC228 Hy d E xc.avat:or - Ko m ats u PC 138

FrontEndLoader - Komatsu WA 320 Grader - Komatsu GDGSS

D o z e r - K o m a ts u D65

Do er - Komatsu 051 Dirt Ro lle r · IR SOl.22 Plate Comp actor

1.00

40.00

40 .0 0

-

s

.

-

s

4.049.20

-

s

s

$

s

$

-

s

$

s

-

-

s

s

CO N o .: ,_                      ,

May 20, 2021

CONSENT

AGENDA ITEM 3.F.: VENDOR APPROVAL FOR PAVING BACKGROUND:

Demand for paved laydown area has increased significantly as certain commodities requiring a paved surface for storage surges. Port staff has determined that a 3-acre plot originally constructed with crushed concrete is an ideal area to pave due to the current condition of the area. The paved area will create additional storage space and create efficiencies in cargo placement and movement. Request is to approve Manatee County Bid IFBNO. 20-TA003287CD from Gator Grading & Paving LLC in the amount of $322,985, and an additional $183,750 if crushed concrete is needed. The amount of crushed concrete, if any, will not be known until after the survey is completed.

ATTACHMENT:

Proposal from Gator Grading & Paving LLC based on Manatee County Bid IFBNO. 20- TA003287CD

COST AND FUNDING SOURCE:

$506,735 is to be paid from Port cash

CONSEQUENCES IF DEFERRED:

Delay in paving 3-acre area

LEGAL COUNSEL REVIEW: Yes

RECOMMENDATION:

Move to approve and authorize the Executive Director to execute the proposal from Gator Grading & Paving LLC in the amount of $506,735 for paving a 3-acre storage laydown area.

Gat:or Grading & Paving LLC

TO: PORT MANATEE

300 Tampa Bay Way

Palmetto FL 342 21-6608

DATE:

PROJECT:

Aluminum Yard

May 5202 1

Port Manatee

PHONE: 941-650-0155

FAX: 941-729-1463

Grading and Paving

ATTN:

Scott Davies and Shawn Smith

ITEM

DESCRJPTYON

QUANTITY UNIT UNIT PRYCE TOTAL

Base Bid

,1 850.00

4,000.00

7,000.00

37,500.00

194 ,0 10 .0 0

1,050.00

183,7 50 .00

63 ,0 75 .00

14 ,500 .0 0

May 20, 2021

CONSENT

AGENDA ITEM 3.G.: BERTH REHABILITATION ADDITIONAL

ENGINEERING SERVICES

BACKGROUND:

On May 17, 2018, the Authority approved Professional Services Authorization (PSA) No. 18- 05 to RS&H, Inc., in the amount of $303,643.00 for inspection of certain berths, design of repairs and bidding and construction phase services. Additional services were previously approved in the amount of $28,824 for revised bid documents for incorporating a new rail, a walking path for line handlers and steps at Berth 10. These fees approved on November 19, 2019, and June 16, 2020, have been completed and paid and are being incorporated in PSA No. 18-05-A1 for consistency. Request is to approve an additional $26,871 for dive services to determine the extent of steel sheet piling repairs to minimize grout loss bringing the total to $359,338, with 75% funded by FDOT.

ATTACHMENT:

Professional Services Authorization (PSA) No. 18-05-A1

COST AND FUNDING SOURCE:

FDOT grant funding of $20,153.25 or 75% and SIB loan in the amount of $6,717.75 or 25%.

CONSEQUENCES IF DEFERRED:

Delay in determination of needed repairs

LEGAL COUNSEL REVIEW: Yes RECOMMENDATION:

Move to approve and authorize the Chairman to execute Professional Services Authorization (PSA) No. 18-05-A1 to RS&H, Inc., subject to the review and approval of FDOT.

PROFESSIONAL SERVICES AUTHORIZATION (PSA) NO. l8-05-A1

Pursuant to the Port Manatee Professional Engineering Services Continuing Contract dated June 16, 2020, ben-veen the Manatee County Port Authority,, hereinafter referred to as the« Auth or ity " and

RS&H, Inc.

hereinafter referred to asthe "Consultant", the Authority hereby authorizes and the Consultant hereby agrees to perform the hereinafter identified professional services for the project, facility or program identified as:

« wharf"and Wall Repair"

The professional services and additional tenns hereby authorized by the Authority and agreed to by the Consultant are set forth in the attached proposals dated November 19 , 2019,May27, 2020, and April 30,2021 for the above entitled project, facility or program.

The total fees and expenses for thesepr of ess io n a l services mustnot exceed:

$55,695 ($28,824 previously approved and paid leaving $26,871 balance).

DATED:                       

PA-oo s;-of?.1-

RS&II

1715N.Westshore Blvd ., Suite 500

Tampa, FL 33607-399

P: (813) 636-2631

F: (407) 264-6 62 4

April 30, 2021

Mr. George Isiminger,P.E.

Senior Director of Planning, Engineering and Environmental Affairs Manatee County Port Authority

300Tampa Bay Way Palmetto, Florida 34221

Dear Mr. Isiminger,

In reference to your requirement to provide additional services to provide additional dive support services and coordination for SSP overages on the Wharf and Wall Repair project, please find attached proposal.

PROJECT DESCRIPTION

Manatee County Port Authority (MCPA) has secured the services of RS &H, Inc. to provide engineering design for wharf and wall repairs. In order to,determine extent of SSPrepairs to minimize grout loss, additional engineering services are required.

su ry. e.s..thn.a ot WOl'tc'euort.&Fe-oPrope••I

DatoPre.pared:: April30,:.l021

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1715 N. Westshore Blvd., Suite 500

Tampa, FL 33607-399

P: (813) 636-2631

F: (407) 264-6624

May 27, 2020

Mr. George Isiminger, P.E.

Senior Director of Planning, Engineering and Environmental Affairs Manatee County Port Authority

300 Tampa Bay Way Palmetto, Florida 34221

Dear Mr. Isiminger,

In reference to your requirement to provide additional services to incorporate at Berth 10 railing for your line handlers, steps, a smooth walking path, asphalt tie in at road edge, and a new rail to replace the old deteriorated rail along the top waterward corner of the wall to the Docks Inspection and Repair project, please find attached proposal.

PROJECT DESCRIPTION

Manatee County Port Authority (MCPA) has secured the services of RS&H, Inc. to provide engineering design for repairs of Berth 10. Additional engineering services are required in order to incorporate:

• A smooth walking path behind Berth 10 from the cellular cofferdam section of Berth 10 to the bollard near Berth 11.

• A smooth rail or edge at the top waterward corner of the wall.

• A ground surface right behind the wall no more than knee height below the rail. At the existing elevated rail, the ground will need to be raised or the rail lowered to meet this requirement.

• Steps or a smooth safe slope of asphalt millings down to the ground behind the wall all along the area where the walking path is higher than the wall.

• All of the rock east of the bollard foundation near Berth 11 removed ~2’ and covered with fill to flush with the top of the bollard foundation, the fill will be set on heavy filter fabric laid down on the rocks and wrapped up over the edges of the excavation.

• Asphalt millings on the ground surface throughout if not the whole depth.

• New rail to replace the old deteriorated rail along the top waterward corner of the wall.

• Removal of the protruding rail that catches the line.

SCOPE OF SERVICES

Proposed changes include the following: see attached.

1715 N. Westshore Blvd., Suite 500

Tampa, FL 33607-399

P: (813) 636-2631

F: (407) 264-6624

Project Schedule:

Project will be completed within 45 days of NTP for these additional services.

Price:

This is a lump sum agreement. Total fee for this effort is $10,342.00 as shown on attachment “A”. RS&H looks forward to the opportunity to continue to support the MCPA.

Sincerely,

RS&H, Inc.

Michael S. Dixon, PE

Vice President, Transportation-Infrastructure

SCOPE OF SERVICES

Additional Services for Purchase Order PA 005081 to add walk path, stairs, and railing for Line Handlers at Berth 10

For

Docks Inspection and Repair 2018

PORT MANATEE

Manatee County, Florida

PROJECT DESCRIPTION

The intent of the overall project is to provide dock inspection at Berth 6 and Berth 7 gantry piers, inspection for the TransMontaigne impressed current cathodic protection system, and inspection at the dock face walls for Berths 7-10. The project will be re-designed to incorporate maximum repairs within a specified budget. RS&H, Inc. is the CONSULTANT and Manatee County Port Authority is the AUTHORITY as referenced in this scope of services.

SECTION 3 – SCOPE OF ADDITIONAL PROFESSIONAL SERVICES

Task 1 – Project Administration and Management

1. Meetings The following management meetings will occur during the project:

   1. Meeting to review drawing updates to revised scope.

   2. Meeting with Port Manatee to discuss updates to plans.

      
      

2. Progress Reports The CONSULTANT shall provide the AUTHORITY with monthly progress reports.

   
   

3. AUTHORITY Review and Comment The CONSULTANT shall provide responses to the AUTHORITY’s comments no later than fourteen (14) calendar days after receiving the final comments for revised bid documents.

   
   

4. Project Scheduling The CONSULTANT shall prepare a revised project schedule for additional services work.

   
   

5. Project Schedule The CONSULTANT will complete all work within 45 days of notice to proceed (NTP). This includes five (5) workdays for AUTHORITY review and comment of the updates. Work will be completed not later than 15 July 2020 assuming NTP on 17 June 2020.

Task 1 Deliverables:

• Project Schedule, (11”x17”) in a readable scale;

• Monthly Project Progress Reports;

• Minutes of each meeting distributed to each attendee and others as requested by the AUTHORITY no later than seven (7) calendar days after the meeting;

• Written responses to AUTHORITY comments at each design submittal stage no later than fourteen (14) calendar days after receiving the final comments.

  
  

  Task 2 – Berth 6 & 7 Repair Re-design & Re-scope Additional Services

  
  

  Based on additional services needed by the Port to provide a walking path, stairs, and railing for Line Handlers at Berth 10, design will be incorporated into the plan bid set for Berths 6 and 7 repairs. Specific items to be addressed:

  
  

  Additional engineering services are required in order to incorporate – please see attached sketch:

• A smooth walking path behind Berth 10 from the cellular cofferdam section of Berth 10 to the bollard near Berth 11.

• A smooth rail or edge at the top waterward corner of the wall.

• A ground surface right behind the wall no more than knee height below the rail. At the existing elevated rail, the ground will need to be raised or the rail lowered to meet this requirement.

• Steps or a smooth safe slope of asphalt millings down to the ground behind the wall all along the area where the walking path is higher than the wall.

• All of the rock east of the bollard foundation near Berth 11 removed ~2’ and covered with fill to flush with the top of the bollard foundation, the fill will be set on heavy filter fabric laid down on the rocks and wrapped up over the edges of the excavation.

• Asphalt millings on the ground surface throughout if not the whole depth.

• New rail to replace the old deteriorated rail along the top waterward corner of the wall.

• Removal of the protruding rail that catches the line.

1. Assumptions:

   1. All design progress meetings will be via conference call.

   2. Existing survey will be utilized.

   3. AUTHORITY will review updates within five (5) workdays and provide comment for incorporation.

   4. No excavation will be performed during design, if corrosion of tie-backs is discovered during construction, the EOR will be informed prior to proceeding further.

Task 2 – Deliverables:

• Revised bid documents for review and comment

• Engineer’s calculations

• Electronic Bid Documents.

END SCOPE OF SERVICES

Lower rail or higher ground for knee height

New rail

Smooth slope or steps

Back edge of asphalt millings surface (edge of pavement)

Rocks to be excavated a foot or two and filled on top of filter fabric to flush with bollard pad

➤

N

90 ft

Total for Additional Services Fee $10,342.00

RS&## 1715 N Westsh orc Blvd

Suite 600

T<>m p ,:, , F L 33607

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November 11, 2019

f'v1r. George lsin, inge,r P.E.

Senior Director of Planning, Engineering and Environn,ental Affairs Manatee CoLinty Port Authority

300 Tan,pa Bay Way Palr n e t to, Florida 34221

Dear Mr. Isiminger,

In reference toy ou,· reqL.1irernent to p rovide additional se,-vices to rescope and re-bid the Docks

Inspection and Repair·p l'ojec,t please find attached proposal.

PRO.JECT DESCRIP T ION

Manatee County Port ALrthority (MCPA) has secured the services of RS&H, Inc. to provide engineering

SCOPE OF SERVICES

Additional Services for Purchase Order PA 005081 to rescope and re-bid

For

Docks Inspection and Repair 2018

PORT MANATEE

Manatee County, Florida

PROJECT DESCRIPTION

The intent of the overall project is to provide dock inspection at Berth6 and Berth7 gantryp iers. inspection for the TransMontaigne impressed current cathodic protection system, and inspection at the dock face walls for Berths7-10. The project will be re-d esigned to incorporate maximum repairs within a specified b udg e t. RS&H. Inc. is the CONSULTANT and Manatee County Port Authority is the AUTHORITY as referenced in this scop e of services.

SECTION3 - SCOPE OF ADDITIONAL PROFESSIONAL SERVI_GES

Task 1 - Proiect Administration and Management

1. Meetings The following management meetings will occur during thep roject:

   1. Meeting to review specifications and drawing updates to revised scope.

      
      

      Task2 - Berth6 & 7 Repair Re-design & Re-scope Additional Services

      
      

      Based on received construction proposals exceeding the Port Manatee repair budget, the CONSULTANT has been asked to rework the design and specifications and support re-bidding thep roject. Specific items to be addressed:

      
      

      • Draft changes to front-end documents for cost savings for coordination with Port attorney to considered for incorporation.

      • Coordinating with Port and Tenant shipp ing schedules and guaranteed no ship interruption of work periods to provide clearer picture for proposers and reduced cost for construction.

      • Re-work bidding for straight unit price setting an upper limit. VVill coord inate with Port for additional sections of the standard front-end documents to use.

      • Rework base and alternatives breakdown based on previous proposals cost data to

        allow for onyl limitations.

        part of the Berth6 work (the most important parts). due to budget

      • Recommend construction scope changes proposed for cost savings to be considered for incor p or a tio n .

      • Update engineer's estimate of probable costs for AUTHORITY review and comment.

      
      

      Bid Support Services

      The CONSULTANT shall provide bid support services that include preparation of electronic bid documents, provide agenda and attendp re-b id meeting site visit, respond

      
      

      

      Attochrnont ..- E•tf,,.,_. .of Work Effort&FeoProeos• I

      
      

      Consultant RS&H. Inc..

      D.ato Prupared: October 11.2019

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      May 20, 2021

      
      

      CONSENT

      AGENDA ITEM 3.H.: DELEGATION OF AUTHORITY TO

      EXECUTIVE DIRECTOR

      
      

      BACKGROUND:

      
      

      During certain periods of the year, the Port Authority may have certain months in which it has no regularly scheduled meetings. During that time, matters normally requiring approval and authorization of the Authority may arise. In order to enable the Executive Director and the Port staff to maintain continuity of services in the routine business of the Port and avoid delay in the conduct of Port business, as well as avoiding the loss of business opportunities, the Executive Director and staff recommend adoption of this proposed resolution granting the Executive Director limited authority to act during these periods. This resolution is expressly limited in its scope.

      
      

      ATTACHMENTS:

      
      

      Resolution No. PA-21-09

      
      

      COST AND FUNDING SOURCE:

      
      

      N/A.

      
      

      CONSEQUENCES IF DEFERRED:

      
      

      Loss of continuity of routine business and delay in conduct of business.

      
      

      LEGAL COUNSEL REVIEW: Yes RECOMMENDATION:

      
      

      Move to adopt Resolution PA-21-09.

      RESOLUTION NO. PA-21-09

      
      

      A RESOLUTION OF THE MANATEE COUNTY PORT AUTHORITY FOR LIMITED AND TEMPORARY DELEGATION OF AUTHORITY DURING EXTENDED PERIODS BETWEEN AUTHORITY MEETINGS

      
      

      WHEREAS, the Manatee County Port Authority (hereinafter the “Authority”) may have months without scheduled meetings; and

      
      

      WHEREAS, the Authority recognizes that matters requiring approval and authorization by the Authority may arise during extended periods without scheduled meetings and, to the extent possible, wish to maintain continuity in the routine business of the Authority and wish to maintain and avoid delay in the furnishing of services as a result of the extended periods without regular meetings.

      
      

      NOW, THEREFORE, BE IT RESOLVED BY THE PORT AUTHORITY OF MANATEE COUNTY AS FOLLOWS:

      
      

      1. Purpose: Except as specifically limited below, the delegation of authority provided in this Resolution shall apply to any approval or authorization, and the execution of contracts and other documents as may be reasonable and necessary, when there is more than thirty (30) calendar days between regularly scheduled Authority meetings, to accomplish only the following:

         
         

         1. Avoid delays in furnishing services or implementing or continuing approved programs; and

            
            

         2. Avoid additional costs or expenses or the likelihood of additional costs or expenses, including but not limited to the use of personnel and resources of the Authority as well as the costs of goods and services; and

            
            

         3. Provide for the fair and reasonable treatment of citizens and organizations doing business with the Authority.

            
            

      2. To accomplish those purposes set out in Paragraph A, the Authority delegates to

         the Executive Director of the Port, or in his absence the Deputy Executive Director, authority to:

         
         

         1. Approve, authorize and sign contracts, work assignments, purchase orders, change orders, and all documents and papers related thereto that are beyond the dollar limits provided by policies of the Authority but are otherwise purchased in accordance with applicable Laws, Ordinances and policies; and

            
            

         2. Approve any refunds owed by the Authority to third parties at the request of a department director upon presentation of documentation of the amount due and owing; and

            
            

         3. Schedule and publish notice of public hearings and special meetings upon a determination by the Executive Director of the Port or Deputy Executive Director of the Port that it appears to be in the best interest of the Authority to proceed without delay; and

         4. Approve any budget amendments required in support of the authorizations provided in Paragraphs B and C, and any prior authorizations of the Authority; and

            
            

         5. Approve, authorize and sign documents and forms reasonably required to implement or continue any program, plan or activity previously authorized by the Authority.

            
            

      3. To accomplish those purposes set out in Paragraph A, the Authority hereby delegates to the Port Authority Attorneys authority to:

         
         

         1. Initiate litigation, adversarial administrative proceedings, or appellate proceedings, including extraordinary writ proceedings, where, in the opinion of the Port Authority Attorneys, it is necessary to do so in order to preserve the status quo or the legal rights or protect the interests of the Authority; and

            
            

         2. Retain expert witnesses or consultants where, in the opinion of the Port Authority Attorneys, it is necessary to do so in order to preserve the status quo or the legal rights or protect the interests of the Authority; and

            
            

         3. Agree to continuances or extensions of time in on-going or threatened litigation, adversarial administrative proceedings, or appellate proceedings where, in the opinion of the Port Authority Attorneys, it is necessary to do so in order to preserve the status quo or the legal right or protect the interests of the Authority.

            
            

      4. To accomplish the purposes set out in Paragraph A, the Clerk of the Circuit Court, or his duly authorized deputy, as Clerk to the Authority, and as custodial of funds and comptroller, is requested and authorized, upon approval by the Executive Director of the Port or Port Authority Attorneys to:

         
         

         1. Take any action reasonably and necessarily required pursuant to the authority delegated under Paragraphs B and C; and

            
            

         2. Proceed with all matters of a routine nature usually submitted to the Authority on the Clerk’s consent agenda, including but not limited to making of all payments lawfully due and owing by check, voucher, warrant, cash or wire transfer, or other appropriate means, the release of cash deposits, and payment of any revenue refunds in excess of established approval limits.

            
            

      5. Limitations: This Resolution shall not apply to:

         
         

         1. Any legislative matter or other action that must be considered at an advertised public hearing; and

            
            

         2. Any new contracts retaining architects, engineers, landscape architects, surveyors, or other professional consultants. However, this limitation does not include any work assignment, time extension, or matters related to established contracts, or experts retained pursuant to C.3 above; and

         3. Any lease or contract providing for the sale, acquisition or exchange of any interest in real property, except documents necessary for closing contracts signed by the Authority, and except that any acquisition of property for utility easement or right-of- way as a part of or in avoidance of or settlement of eminent domain proceedings for an amount not to exceed the highest appraised value assigned by a duly certified appraiser may be authorized and executed by the Executive Director of the Port or his designee at the request of the Port Authority Attorneys; and

            
            

         4. Any new program or activity not previously authorized by the Authority; and

            
            

         5. Any matter involving the expenditure of funds in excess of funds that may lawfully be budgeted for such purpose.

            
            

      6. Records: A record of all actions taken under this Resolution shall be maintained

         and made a part of the record of the Authority via placement on the first consent agenda after the extended recess.

         
         

      7. Interpretations: This Resolution is not intended to apply to or limit any authority previously delegated by the Authority. This Resolution is intended to be broadly interpreted to accomplish the purposes set out in Paragraph A.

         
         

      8. Effective Period: This Resolution shall take effect upon adoption but the

         delegation of authority shall only extend to actions that need to be taken when there is more than thirty (30) calendar days between regularly scheduled Authority meetings.

         
         

      9. Any prior years’ resolution authorizing the same or similar authority is rescinded and replaced by this resolution.

         
         

         ADOPTED with a quorum present and voting this 20th day of May, 2021.

         
         

         ATTEST: ANGELINA M. COLONNESO MANATEE COUNTY PORT AUTHORITY

         CLERK OF CIRCUIT COURT

         
         

         

         By:                                                                                

         
         

         3

         May 20, 2021

         
         

         CONSENT

         AGENDA ITEM 3.I.: CARVER MARITIME, LLC LEASE AMENDMENT

         FIVE

         
         

         BACKGROUND:

         
         

         On August 16, 2018, the Authority approved the lease of 10 acres with Carver Maritime, LLC (Carver). Amendments One, Two, Three and Four were previously approved increasing the lease footprint, revising the term start and end dates, and revising the minimum annual guaranteed tonnage. Amendment Five adds 10 acres (Bay Street North Parcel) to Carver’s footprint. Carver agrees to make certain improvements to the Bay Street North Parcel at its sole cost and expense. Future rent charges will be credited toward the improvement costs.

         
         

         ATTACHMENT:

         
         

         Port Manatee and Carver Maritime, LLC Lease Amendment Five

         
         

         COST AND FUNDING SOURCE:

         
         

         N/A.

         
         

         CONSEQUENCES IF DEFERRED:

         
         

         Delay in approving lease amendment

         
         

         LEGAL COUNSEL REVIEW: Yes

         
         

         RECOMMENDATION:

         
         

         Move to approve and authorize the Chairman, on behalf of the Port Authority, to execute the Port Manatee and Carver Maritime, LLC Lease Amendment Five adding 10 acres to Carver’s existing leased property.

         PORT MANATEE AND CARVER MARITIME, LLC LEASE AMENDMENT FIVE

         
         

         The terms and conditions of this Port Manatee and Carver Maritime , LLC Lease Amendment Five between Port Manatee and Carver Ma ritime , LLC ( "Amendment Five" ), made and entered into by and between the MANATEE COUNTY PORT AUTHORIT Y, a political entity of the State of Florida , with its principal place of business located at Port Manatee, 300 Tampa Bay Way, Palmetto, Florida 34221, (" Authority''), and CARVER MAR1TIME, LLC, a limited lia bili ty company duly organized and existing under the laws of the State ofNew York and authorized to do business in the State of Florida, with a place of business located at 494 Western Turnpike, Altamont, New York 12009 , ("Carver" or "Lessee"), (collectively referred to as the " Parties") for and in consideration of the mun1al covenants herein contained and other good and valuable cons ide ration, amend the certain Port Manatee and Carver Maritime , LLC Lease entered into by the Parties dated August 16 , 2018 ("Lease"), Port Manatee and Carver Maritime, LLC Lease Amendment One entered into by the Parties dated July 23, 2019 (" Amendment One" ), Port Manatee and Carver Maritime, LLC Lease Amendment Two entered into by the Parties dated August 15, 2019 ("Amendment Two"), Port Manatee and Carver Maritime , LLC Lease

         Amendment Three entered into by the Parties dated October 8, 2019 (" Amendment Three"), and

         
         

         Port Manatee and Carver Maritime, LLC Lease Amendment Four entered into by the Parties dated September 29, 2020 ("Amendment Four") and state as follows:

         

      10. CONSIDERATION. The Parties agree and represent that as a result of economic conditions, mutual covenants , the long-term benefits to both Part ies, and other good and valuable consideration, this Amendment Five shall govern the Parties' responsib ilities regarding paragraphs of the Lease, Amendment One, Amendment Two, Amendment

      Three , and Amendment Four titled " Demised Premises" (paragraph 2), "Te rm'' (paragraph 4), " Rent" (paragraph 5), "Improvements" (paragraph 8), and " Improvement Removal and Land Restoration " (pa ragraph 9).

   2. SCOPE. This Amendment Five is being entered into for the purpose of amending, modifying and super sed ing paragraphs 2, 4, 5, 8, and 9 of the Lease, Amendment One, Amendment Two, Amendment Three, and Amendments Four. Except to the extent herein amended, all other provisions set forth in the Lease, Amendment One, Amendment Two, Amendment Three and Amendment Four sha ll remain in full force and effect and be binding upon the Authority and Carver. The Parties agree that all capitalized te rms used in this Amendment Five which are not otherwise defined, shall have the meaning defined in the Lease. In entering into Amendme nt Five, the Parties ac knowledge that in no way has the Authority waived any of its rights or claims it may have against Carver.

   3. AMENDMENT. The Parties agree to amend, modify, and supersede the text (but not the

      
      

      Exhibits referenced) in paragraphs 2, 4, 5, 8, and 9 of the Lease, Amendment One, Amendment Two, Amendment Three, and Ame ndment Four as follows:

      1. Paragraph 2 titled "Demised P remises " is amended to read as follows: