HomeMy WebLinkAboutReso 2022-3376 RESOLUTION NO. 2022- 33-1 Co
A RESOLUTION OF THE CITY COMMISSION OF THE CITY OF SUNNY ISLES BEACH,
FLORIDA, APPROVING THE LEASE AGREEMENT BETWEEN THE CITY OF SUNNY
ISLES BEACH, FLORIDA, AND SUFFOLK CONSTRUCTION COMPANY, INC.,
ATTACHED HERETO AS EXHIBIT "A"; AUTHORIZING THE CITY MANAGER TO
EXECUTE SAID LEASE;PROVIDING THE CITY MANAGER WITH THE AUTHORITY TO
DO ALL THINGS NECESSARY TO EFFECTUATE THE TERMS OF THE LEASE; AND
PROVIDING FOR AN EFFECTIVE DATE.
WHEREAS, the City of Sunny Isles Beach, Florida("City") owns property located at 18050
Collins Avenue, Sunny Isles Beach, which was formerly operated as a Tony Roma's restaurant
("Property"); and
WHEREAS, Suffolk Construction Company, Inc. ("Suffolk") desires to rent and lease a
portion of the Property as a temporary construction office from the City; and
WHEREAS, the parties have agreed to a lease agreement for a term commencing on July
23, 2022 and expiring on December 23, 2022, in an amount of Five Thousand Dollars ($5,000.00),
per month, subject to the terms and conditions set forth in said lease agreement (the "Lease
Agreement"); and
WHEREAS, the City Commission desires to enter into a Lease Agreement with Suffolk
pursuant to the Lease Agreement, a copy of which is incorporated herein and attached hereto as
Exhibit"A".
NOW, THEREFORE, BE IT ORDAINED BY THE CITY COMMISSION OF THE CITY OF SUNNY
ISLES BEACH, FLORIDA:
Section 1. Incorporation of Recitals.The foregoing recital paragraphs are hereby ratified and
confirmed as being true and the same are hereby made part of this Resolution.
Section 2. Approval of the Lease Agreement. The Lease Agreement between the City of
Sunny Isles Beach and Suffolk Construction Company, Inc., providing for monthly rent in the
amount of Five Thousand Dollars($5,000.00)per month, attached hereto as Exhibit"A", is hereby
approved.
Section 3. Authorization of City Manager. The City Manager is hereby authorized to
execute said Lease Agreement between City of Sunny Isles Beach and the Suffolk Construction
Company, Inc.,a copy of which is incorporated herein and attached hereto as Exhibit"A", and to
do all things necessary to effectuate its terms and conditions.
Section 4. Effective Date.This Resolution shall become effective upon passage.
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PASSED AND ADOPTED upon this 215t day of July 2022.
Dana Robin Goldman, Mayor
ATTE.T: APPROVED AS TO FORM
ILIP 11
A L . 10 4IENCY:
_ � y
Mau icio :etanc r, CMC, City Clerk ` Edward A. Dion, City Attorney
Moved by: C kIS2it 011 e l f Seconded by: V 1't thtV(6 tlialk
Vote:
Mayor Goldman (Yes) (No)
Vice Mayor Viscarra (Yes) (No)
Commissioner Joseph 7(Yes) (No)
Commissioner Lama (Yes) (No)
Commissioner Stuyvesant (Yes) (No)
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• %•• TRIPLE NET LEASEBACK AGREEMENT
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THIS TRIPLE NET LEASEBACK AGREEMENT ("Lease") is entered into and
effective as of this 22 day of J.,1 2022,by and between THE CITY OF SUNNY
ISLES BEACH, FLORIDA, hereinafter referred to as the "LANDLORD", and Suffolk
Construction Company, Inc.,hereinafter referred to as the "TENANT",whose Federal I.D. # is
04-2776356.
WHEREAS,the Landlord is the owner of that certain parcel of property located at 18050
Collins Avenue, Sunny Isles Beach, as more particularly described in the legal description set
forth in Exhibit"A", in fee simple, together with the property and rights included therein (the
"Property"); and
WHEREAS,the Tenant desires to rent and lease a portion of the Property as a temporary
construction office from the Landlord, and the Landlord has agreed to lease the same to the
Tenant upon the following terms and conditions.
NOW,THEREFORE, the parties hereto, intending to be legally bound hereby, and ir',
consideration of the rents and covenants of the Tenant to be paid and kept as herein contained,
the Landlord has agreed to lease unto the Tenant, and by these presents does hereby lease the
Property unto the Tenant,and the Tenant hereby leases the Property from the Landlord, and the
parties do covenant and agree as follows:
1. Lease Term.This Lease shall commence on July 23,2022(the"Commencement Date"),
and shall terminate on December 23, 2022, unless terminated earlier by either party
by giving the other written notice of termination fourteen (14) days prior to the date the
tenancy shall end (the "Termination Date"). On the Termination Date, the Tenant shall be
required to immediately vacate the Property.
2. Property.
2.1 Lease of Property. Landlord leases to the Tenant, and Tenant leases from Landlord
the Property upon the terms specified in this Lease.
2.2 Acceptance of Property. Except as specified elsewhere in this Lease, Landlord
makes no representations or warranties to Tenant regarding the Property,including the structural
condition of the Property and the condition of all mechanical, electrical, and other systems on
the Property. Tenant shall be responsible for performing any work necessary to bring the
Property into condition satisfactory to Tenant. By signing this Lease,Tenant acknowledges that
it has had adequate opportunity to investigate the Property, acknowledges responsibility for
making any corrections,alterations and repairs to the Property, and acknowledges that the time
needed to complete any such items shall not delay the Commencement Date.
3. Uses. The Property shall be used only by Tenant as a temporary construction office. The
Property shall not be used for any other business or other purpose without the prior written
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consent of Landlord.No act shall be done on or around the Property that is unlawful or that will
increase the existing rate of insurance on the Property,or cause the cancellation of any insurance
on the Property.Tenant shall not commit or allow to be committed any waste upon the Property,
or any public or private nuisance.
3.1 Limitations on Use. Tenant's use of the Property shall be limited to the west dining
area of the Property, and the interior restrooms of the Property, as depicted in Exhibit"B",
attached hereto and incorporated herein by reference("Usable Area"). The Tenant is strictly
prohibited from placing or storing any furniture, supplies, or other items in any area other than
the Usable Area.
The Tenant shall be limited to having no more than ten(10)desks/workstations in the
Usable Area. The number of desks/workstations allowed in the Usable Area may only be
amended with the written consent of the Landlord, at Landlord's sole discretion.
3.2 Parking. During the Lease term, Tenant shall have the right to use, at no additional
cost to Tenant, the four (4)unreserved parking spaces in the Landlord's Government Center
parking lot.Landlord does not guarantee the availability of the aforementioned four(4)parking
spaces. Parking is on a first come first serve basis.
4. Compliance with Laws. Tenant shall not cause or permit the Property to be used in any
way which violates any law, ordinance, or governmental regulation or order. Tenant shall be
responsible for complying with all laws applicable to the Property as a result of Tenant's
particular use as a result of Tenant operating the Property. If the enactment or enforcement of
any Law, ordinance, regulation or code during the Lease terms requires any changes to the
Property during the Lease term, the Tenant shall perform all such changes at its expense if the
changes are required due to the nature of Tenant's activities at the Property,or due to alterations
that Tenant seeks to make to the Property.
5. Utilities. Landlord shall be responsible for connecting, if necessary, all water, sewer,
janitorial, electricity, garbage removal/collection, heat, telephone, and other utilities and
services to the Property ("Utilities"),for use by Tenant during the term of the Lease. However,
the Tenant shall be solely responsible for the payment of any and all Utilities of the Property,
including, but not limited to, any service fees required for the connection and installation of
these Utilities. The Landlord shall invoice the Tenant monthly for the preceding month's
Utilities, and the Tenant shall be required to pay the Landlord within ten (10)days of receipt of
said Invoice. Landlord shall not be liable for any loss, injury or damage to person or property
caused by or resulting from any variation, interruption, or failure to Utilities due to any cause
whatsoever.
Tenant will also procure, or cause to be procured, without cost to Landlord, all necessary
permits, licenses or other authorizations required for the lawful and proper installation,
maintenance,replacement and removal on or from the Property of wires,pipes,conduits,tubes,
and other equipment and appliances for use in supplying all Utilities or services to the Property.
6. Taxes. Tenant shall pay all Taxes (defined below)applicable to the Property during the
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Lease term, and as provided in Section 6.1. The Landlord shall invoice the Tenant for all
applicable Taxes, and the Tenant shall be required to pay the Landlord within ten(10) days of
receipt of said Invoice. If Tenant fails to timely pay any Taxes, Landlord may pay them, and
Tenant shall repay such amount to Landlord upon demand.
The term "Taxes"shall mean: (i)any form of tax or assessment imposed on the Property
by any authority, including any city, county, state or federal government, or any improvement
district, as against any legal or equitable interest of Landlord or Tenant in the Property, (ii)any
form of personal property tax or assessment imposed on any personal property, fixtures,
furniture, tenant improvements, equipment, inventory, or other items, and all replacements,
improvements, and additions to them, located on the Property, whether owned by Landlord or
Tenant, (iii) costs, expenses, sales or use taxes, or taxes of any nature or kind, special
assessments, connection fees, and any other charges, fees or like impositions incurred or
imposed against the Property, to the extent applicable, or any use thereof, including revenue
derived therefrom, and any costs, expenses, fees, taxes or assessments in or upon the Property.
Should any such tax rate change under the Florida Sales Tax Statute or other applicable statutes,
Tenant shall pay Landlord the amounts reflective of such changes.
The term "Taxes" shall exclude any net income tax imposed on Landlord for income that
Landlord receives under this Lease.
Tenant may contest the amount or validity, in whole or in part,of any Taxes at its sole expense,
only after paying such Taxes or posting such security as Landlord may reasonably require in
order to protect the Property against loss or forfeiture. Upon the termination of any such
proceedings, Tenant shall pay the amount of such Taxes or part of such Taxes as finally
determined,together with any costs,fees,interest penalties,or other related liabilities.Landlord
shall cooperate with Tenant in contesting any Taxes, provided Landlord incurs no expense or
liability in doing so.
6.1 Taxes Assessed After Initial Lease Term.Tenant acknowledges and understands that
in the event that the Lease term is extended to January 1, 2023 ("2023 Tax Assessment Date")
or a date thereafter, or in the event that the Tenant continues to occupy or utilize the Property
on or after the 2023 Tax Assessment Date,the Property will lose its ad valorem tax exemption,
and as such,the Tenant agrees to be solely responsible for the entire amount of Taxes assessed
on the Property for the 2023 tax year, without proration. The Parties agree that if the Tenant
vacates the Property prior to December 30, 2022,the Tenant shall not have any ad valorem tax
liability.
7. Rent.
7.1 Monthly Rent. The Tenant agrees to pay the Landlord and the Landlord agrees to
accept monthly rent of Five Thousand Dollars($5,000.00)per month ("Monthly Rent"), on the
first day of each calendar during the term of this Lease. Rent shall be mailed or delivered in
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person to Sunny Isles Beach Government Center, do Tiffany Neely, Finance Director, 18070
Collins Avenue, Sunny Isles Beach, FL 33160.
7.1.1 The Monthly Rent shall be payable in monthly installments on the 1st day of
each month,with a ten (10)day grace period.
7.1.2 Payment can be made by cash, check, money order at the Landlord's address
specified above or at such other address as Landlord may from time to time designate by written
notice served upon Tenant.
7.2 Late Fee. A late fee in the amount of 5% of the Monthly Rent shall be assessed if
payment is not postmarked or received by Landlord on or before the 10th (tenth) day of each
month.
8. Security Deposit. In addition to the Monthly Rent payments described above, Tenant
shall pay a security deposit of Five Thousand Dollars($5,000.00)to be paid upon full execution
of the Lease.
8.1 Landlord shall hold the money in a separate non-interest-bearing account in a
banking institution insured by the FDIC for the benefit of Tenant. Landlord cannot mix such
money with any other funds of Landlord or pledge, mortgage, or make any other use of such
money until the money is actually due to Landlord
8.2 Upon the vacating of the Property for termination of the lease, if the Landlord
does not intend to impose a claim on the security deposit, the Landlord shall have fifteen (15)
days to return the security deposit together with interest if otherwise required, or the landlord
shall have thirty(30)days to give the Tenant written notice by certified mail to the Tenant's last
known mailing address of its intention to impose a claim on the deposit and the reason for
imposing the claim. If the Landlord fails to give the required notice within the thirty (30) day
period, it forfeits the right to impose a claim upon the security deposit.
8.3 Unless the Tenant objects to the imposition of the Landlord's claim or the amount
thereof within fifteen (15) days after receipt of the Landlord's notice of intention to impose a
claim,the Landlord may then deduct the amount of its claim and shall remit the balance of the
deposit to the Tenant within thirty(30)days after the date of the notice of intention to impose a
claim for damages.
9. Clean and Sanitary Condition. During the term of the Lease, the Tenant shall keep and
maintain the Property in a clean and sanitary condition at all times,free of all garbage and debris.
All garbage and similar debris shall be deposited by the Tenant in facilities specifically for
garbage collection. Tenant shall be responsible for placing the garbage bags and/or containers
and recycling container(s)at the curb for pick-up and to return the containers to their appropriate
place. Tenants shall further comply with all local ordinances and regulations imposed by the
City of Sunny Isles Beach relating to maintaining the Property in a clean and sanitary condition
and relating to the collection of garbage and similar debris. Tenant shall be solely liable for any
action and/or fines that may be brought by the City of Sunny Isles Beach, or any other
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enforcement agency, as a result of the Property not being kept in a clean and sanitary condition.
10. Alterations. The Tenant shall have the right, at its sole expense, from time to time, to
redecorate the Usable Area and to make such non-structural alterations and changes in such
parts thereof as the Tenant shall deem expedient or necessary for its purposes; provided,
however, that such alterations and changes shall neither impair the structural soundness nor
diminish the value of the Property.The Tenant may make structural alterations and additions to
the Property provided that Tenant has first obtained the consent thereto of the Landlord in
writing. The Landlord shall execute and deliver upon the request of the Tenant such instrument
or instruments embodying the approval of the Landlord which may be required by the public or
quasi public authority for the purpose of obtaining any licenses or permits for the making of
such alterations, changes and/or installations in,to or upon the Property and the Tenant agrees
to pay for such licenses or permits.
11. Repairs and Maintenance. It shall be the Tenant's sole responsibility to keep and maintain
the entire Property,and every part thereof,in good condition and make all necessary repairs and
replacements necessary to keep the Property in safe operating condition during the term of the
Lease.Tenant shall keep and maintain the Property in a clean,sanitary and safe condition,at all
times during the term of the Lease, in accordance with all local, state and federal laws and in
accordance with all directions,rules and regulations of the health officer,fire marshal, building
inspector,or other proper officials of the governmental agencies having jurisdiction,at the sole
cost and expense of Tenant, and Tenant shall comply with all requirements of law, ordinance
and otherwise, affecting said Property.
Tenant shall keep and maintain the Property including the heating, plumbing, electrical, air
conditioning, and other mechanical systems in good condition and repair and shall replace all
broken glass in the Property with glass of the same kind and quality as that broken.
Notwithstanding, it is not the obligation of the Teant to replace air conditioning, plumbing,
electrical, plumbing and other mechanical systems that require replacement rather than repair.
If Tenant refuses or neglects to commence and to complete repairs promptly and adequately
after written notice from Landlord and after Tenant has failed to complete said repairs within
thirty (30)days from the date of such written notice,Landlord may, but shall not be required to
do so, make and complete said repairs, and Tenant shall pay the cost thereof to Landlord upon
demand. At the time of the expiration of the tenancy herein,Tenant shall surrender the Property
in good condition,reasonable wear and tear excepted.
12. Access,Right of Entry,Non-Exclusive Use and Non-Interference. Tenant acknowledges
and understands that Tenant's use of Landlord's Property is non-exclusive and, Tenant shall
permit Landlord and its agents,employees and contractors to enter the Property at all reasonable
times. This Section shall not impose any repair or other obligation upon Landlord not expressly
stated elsewhere in this Lease.
13. Signage.Tenant shall be prohibited from installing or displaying signage at the Property.
14. Destruction. If the Property is partially damaged but not rendered untenantable, by fire
or other insured casualty, then Tenant, at its option may diligently restore the Property and this
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Lease shall not terminate. However,the Property shall not be deemed untenantable if less than
twenty five percent(25%)of the Property is damaged.Tenant shall have no obligation to restore
the Property if insurance proceeds are not available to pay the entire cost of such restoration. If
insurance proceeds are available to Tenant but are not sufficient to pay the entire cost of
restoring the Property, then Tenant may elect to terminate this Lease and keep the insurance
proceeds, by notifying the Landlord within two (2) weeks of the date of such casualty. The
parties acknowledge and agree that since the Tenant is paying for the insurance premiums for
the Property, in the event there is a claim made pursuant to any insurance policy associated with
the Property, Tenant shall be entitled to receive and keep one-hundred (100%) percent of any
and all insurance proceeds and the Landlord shall have no right to any of these insurance
proceeds and Landlord shall have nothing to do with same.
If the Property is entirely destroyed, or partially damaged and rendered untenantable, by fire or
other casualty, Tenant may, at its option: (a) terminate this Lease as provided herein, or (b)
restore the Property to its previous condition. Tenant shall provide Landlord of its election
hereunder within sixty (60)days of the date of such casualty.
Provided the parties comply with the obligations under this Section, neither party shall be
entitled to any damages, compensation or claim shall be payable for inconvenience, loss of
business or annoyance directly, incidentally or consequentially arising from any repair or
restoration of any portion of the Property. Landlord will not carry insurance of any kind for the
protection of Tenant or any improvements paid for by Tenant or on Tenant's furniture or on any
fixtures, equipment, improvements or appurtenances of Tenant under this Lease, and Landlord
shall not be obligated to repair any damage thereto or replace the same.
15. Liability Insurance. During the Lease term, Tenant shall pay for and maintain
commercial general liability insurance with broad form property damage and contractual
liability endorsements. This policy shall name Landlord as an additional insured, and shall
insure Tenant's activities and those of Tenant's employees, officers, contractors, licensees,
agents,servants,employees,guests, invitees or visitors with respect to the Property against loss,
damage or liability for personal injury or bodily injury (including death) or loss or damage to
property with a combined single limit of not less than one million dollars ($1,000,000.00) .
Tenant's insurance will be primary and noncontributory with any liability insurance carried by
Landlord. The Tenant shall also maintain an umbrella policy providing excess limits over
the primary policies described herein, in an amount not less than two million
dollars($2,000,000.00).
16. Indemnification. Tenant shall defend, indemnify, and hold Landlord, including its
officers, employees and agents harmless against all liabilities, damages, costs, and expenses,
including attorneys'fees,for personal injury,bodily injury(including death)or property damage
arising from any negligent or wrongful act or omission of Tenant or Tenant's officers,
contractors, licensees,tenants, lessees, agents, servants, employees, guests, invitees, or visitors
on or around the Property, or arising from any breach of this Lease by Tenant. Tenant shall use
legal counsel reasonably acceptable to Landlord in defense of any action within Tenant's defense
obligation. The provisions of this Section 16 shall survive expiration or termination of this
Lease.
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17. Assignment and Subletting. Tenant shall not assign, sublet, mortgage, encumber, or
otherwise transfer any interest in this Lease (collectively referred to as a 'Transfer")or any part
of the Property, without first obtaining Landlord's written consent. No Transfer shall relieve
Tenant of any liability under this Lease notwithstanding Landlord's consent to such Transfer.
Consent to any Transfer shall not operate as a waiver of the necessity for Landlord's consent to
any subsequent Transfer. In connection with each request for consent to a Transfer,Tenant shall
pay the reasonable cost of processing same,including attorneys'fees,upon demand of Landlord.
If Tenant is a partnership, limited liability company,corporation,or other entity,any transfer of
this Lease by merger, consolidation, redemption or liquidation, or any change(s) in the
ownership of, or power to vote, which singularly or collectively represents a majority of the
beneficial interest in Tenant, shall constitute a Transfer under this Section.
As a condition to Landlord's approval, if given, any potential assignee or sublessee otherwise
approved by Landlord shall assume all obligations of Tenant under this Lease and shall be
jointly and severally liable with Tenant and any guarantor, if required, for any payments to
Landlord as well as the performance of all terms of this Lease. In connection with any Transfer,
Tenant shall provide Landlord with copies of all assignments, subleases, and assumption
instruments.
18. Liens. Tenant shall deliver the Property to the Landlord at the end of this Lease free and
clear of any liens.
19. Notices. All notices under this Lease shall be in writing and effective (i) when delivered
in person or via overnight courier, (ii) three (3) days after being sent by registered or certified
mail to Landlord or Tenant,or(iii) upon confirmed transmission by facsimile.
If to Landlord: Copy to:
City of Sunny Isles Beach Edward A. Dion, City Attorney
Attn: Stan Morris,City Manager 18070 Collins Avenue,4th Floor
18070 Collins Avenue,4th Floor Sunny Isles Beach, FL 33160
Sunny Isles Beach, FL 33160
Facsimile: 305-792-1561
If to Tenant:
Mr. Juan Diaz, General Counsel
Suffolk Construction Company Inc.
424, g€fl Clematis Street
West Palm Beach, Florida 33401
Phone: 561-282-3000
20. Default.
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20.1 The occurrence of any one or more of the following events shall constitute
a default by Tenant under this Lease:
20.1.1 The failure by Tenant to make any payment of Monthly Rent,taxes or any other
payment required to be made by Tenant hereunder.
20.1.2 Except as otherwise provided in this Lease, the failure by Tenant to observe or
perform any of the non-monetary covenants, conditions, or provisions of this Lease to be
observed or performed by Tenant.
20.1.3 The admission by Tenant of its inability to pay debts as they mature.
20.1.4 Institution by or against Tenant of any bankruptcy, insolvency, reorganization,
receivership or other similar proceeding involving the creditors of Tenant.
20.1.5 The issuance or filing of any judgment, attachment, levy, garnishment or the
commencement of any related proceeding or the commencement of any other judicial process
upon or with respect to Tenant,all or substantially all of the assets of Tenant, or the Property.
20.1.6 Sale or other disposition by Tenant of substantially all of its assets.
20.1.7 Dissolution, merger, consolidation, termination of existence, insolvency,
business failure or assignment for the benefit of creditors of or by Tenant.
20.1.8 Any material statement, representation or information made or furnished by or
on behalf of Tenant to Landlord in connection with or to induce Landlord to enter into this Lease
shall prove to be materially false or misleading when made or furnished.
20.2 Remedies. Upon the occurrence of a default by Tenant pursuant to the foregoing
Section or otherwise in under this Lease, Landlord may at any time thereafter,with or without
notice or demand and without limiting Landlord in the exercise of any right or remedy which
Landlord may have by reason of such default:
20.2.1 Terminate Tenant's right to possession of the Property by any lawful means, in
which case this Lease and the term hereof shall terminate and Tenant shall immediately
surrender possession of the Property to Landlord. In such event, Landlord shall be entitled, at
its option,and without notice to Tenant,to accelerate the remaining rent due and to recover from
Tenant all damages incurred by Landlord by reason of Tenant's default.
20.2.2 Maintain Tenant's right to possession of the Property by any lawful means, in
which case this Lease and the term hereof shall continue in effect whether or not Tenant shall
have vacated or abandoned the Property. In such event Landlord shall be entitled to enforce all
of Landlord 's rights and remedies under the Lease, including the right to recover the rent as it
becomes due hereunder.
20.2.3 Pursue any other remedy now or hereafter available to Landlord under the laws
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or judicial decisions of the jurisdiction where the Property are located.
20.3 Cumulative Remedies. No remedy or election hereunder shall be deemed
exclusive but shall, wherever possible, be cumulative with all other remedies provided in this
Section or otherwise available at law or in equity.
21. General.
21.1 Severability. The invalidity of any provision of this Lease as determined by a
court of competent jurisdiction shall in no way affect the validity of any other provision hereof.
21.2 Entire Agreement.This Lease constitutes the entire agreement between Landlord
and Tenant and supersedes all prior agreements between them with respect to the Property,
whether written or oral.
21.3 Waivers. No waiver by Landlord of any provision hereof shall be deemed a
waiver of any other provision hereof or of any subsequent default by Tenant of the same of any
other provision. Landlord's consent to, or approval of, any act shall not be deemed to render
unnecessary the obtaining of Landlord's consent to or approval of any subsequent act by Tenant.
The acceptance of rent hereunder by Landlord shall not be a waiver of any preceding default by
Tenant hereunder, other than the failure of Tenant to pay the particular rent so accepted,
regardless of Landlord's knowledge of such preceding default at the time of acceptance of such
rent.
21.4 Holding Over.If Tenant remains in possession of the Property or any part thereof
after the expiration or termination of the Lease Term, such occupancy shall be a tenancy from
month-to-month upon all the provisions of this Lease pertaining to the obligations of Tenant
and Tenant shall thereby waive its rights of notice to quit, but Tenant's right as to any Renewal
Term shall terminate.The monthly rent due during such hold-over period shall be equal to 150%
of the Monthly Rent then in effect, and Tenant shall continue to be obligated to pay all taxes
and other amounts required to be paid by the terms of this Lease.
21.5 Choice of Law. The laws of Florida shall govern the validity, performance, and
enforcement of this Lease.
21.6 Attorneys'Fees. Should either party institute any action or proceeding to enforce
any provision hereof or for a declaration of such parry's rights or obligations hereunder, the
prevailing party shall be entitled to receive from the losing party such amounts as the court may
adjudge to be reasonable attorneys' fees and expenses for services rendered to the party
prevailing in any such action or proceeding,and such fees shall be deemed to have accrued upon
the commencement of such action or proceeding and shall be enforceable whether or not such
action or proceeding is prosecuted to judgment.
21.7 Waiver of Jury Trial. LANDLORD AND TENANT EACH HEREBY WAIVE
ALL RIGHT TO A TRIAL BY JURY IN ANY CLAIM, ACTION, PROCEEDING OR
COUNTERCLAIM BY EITHER LANDLORD OR TENANT AGAINST THE OTHER ON
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ANY MATTERS ARISING OUT OF OR IN ANY WAY CONNECTED WITH THIS LEASE,
THE RELATIONSHIP OF LANDLORD AND TENANT AND/OR TENANT'S USE OR
OCCUPANCY OF THE PROPERTY.
21.8 Liability of Landlord. In the event of any sale or other transfer of Landlord's
interest in the Property, Landlord shall be relieved of all liabilities and obligations of Landlord
hereunder arising after the date of such transfer.Notwithstanding anything contained herein to
the contrary,Landlord shall have no personal liability in respect of any of the terms,covenants,
conditions or provisions of this Lease, and in the event of a breach or default by Landlord of
any of its obligations under this Lease, Tenant and any persons claiming by, through or under
Tenant shall look solely to the equity of the Landlord in the Property for the satisfaction of
Tenant's and/or such persons'remedies and claims for damages.
21.9 No Merger.There shall be no merger of this Lease,or the leasehold estate created
by this Lease, with any other estate or interest in the Property, or any part thereof,by reason of
the fact that the same person, firm, corporation or other entity may acquire or own or hold,
directly or indirectly, (i)this Lease or the leasehold estate created by this Lease, or any interest
in this Lease or in any such leasehold estate, and (ii) any such other estate or interest in the
Property or any part thereof; and no such merger shall occur unless and until all persons,
corporations, firms and other entities having an interest(including a security interest) in (I)this
Lease or the leasehold estate created by this Lease; and (2) any such other estate or interest in
the Property, or any part thereof, shall join in a written instrument effecting such merger and
shall duly record the same.
21.10 Interpretation. The captions by which the Articles and Sections of this Lease are
identified are for convenience only and shall have no effect upon the interpretation of this Lease.
Whenever the context so requires, singular numbers shall include the plural, the plural shall
refer to the singular, the neuter gender shall include the masculine and feminine genders, and
the terms "Landlord" and "Tenant" and "person" shall include corporations, limited liability
companies, partnerships,associations,other legal entities, and individuals.
21.11 Not Construed Against Drafter. This Lease has been negotiated and prepared by
the parties and their respective counsel, and should any provision of this Lease require judicial
interpretation, the court interpreting or construing the provision shall not apply the rule of
construction that a document is to be construed more strictly against one party.
21.12 Relationship of the Parties.Nothing in this Lease shall create a partnership,joint
venture, employment relationship, borrower and lender relationship, or any other relationship
between Landlord and Tenant, other than the relationship of landlord and tenant.
21.13 Successors. This Lease shall be binding upon and inure to the benefit of the
parties hereto and their respective personal and legal representatives, heirs, successors, and
assigns.
21.14 Modifications. This Lease may not be altered, amended, changed, waived,
terminated,or modified in any manner except by a written instrument executed by Landlord and
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Tenant.
21.15 Brokerage Fees. Landlord and Tenant each represent and warrant that they have
not employed a broker in connection with the execution of this Lease.Landlord and Tenant shall
each indemnify and hold the other harmless from and against any claim or claims for brokerage
or other commissions arising from such party having employed a broker contrary to its
representation in this Section.
21.16 Estoppel Certificates. At any time and from time to time, Landlord and Tenant
each agree, upon request in writing from the other,to execute, acknowledge and deliver to the
other or to any person designated by the other a statement in writing certifying that the Lease is
unmodified and is in full force and effect, or if there have been modifications, that the same is
in full force and effect as modified (stating the modifications), that the other party is not in
default in the performance of its covenants hereunder, or if there have been such defaults,
specifying the same, and the dates to which the rent and other charges have been paid.
21.17 Waiver of Redemption. To the extent permitted by law, Tenant hereby waives
any and all rights of redemption with respect to this Lease. Tenant hereby waives any rights it
may have to any notice to cure or vacate or to quit provided by any current or future law;
provided that the foregoing shall not be deemed to waive any notice expressly provided in this
Lease.
21.18 No Waiver of Sovereign Immunity. Nothing contained in this Lease is intended
to serve as a waiver of sovereign immunity by any agency, including Landlord, to which
sovereign immunity may be applicable. Nothing herein shall be considered as a waiver of the
limitations set forth in Section 768.28, Florida Statutes, as amended.
21.19 Not Binding Until Executed.This Lease does not constitute an "offer" and is not
binding until fully executed and delivered by Landlord.
21.20 Counterparts. This Lease may be executed in one or more counterparts, each of
which shall be an original, and all of which together shall constitute one and the same
instrument.
IN WITNESS WHEREOF,the parties hereto have executed this document as of the date
mentioned above.
[SIGNATURE PAGE TO FOLLOW]
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LANDLORD: TENANT:
CITY OF SUNNY ISLES BEACH SUFFOLK CONSTRUCTION
COMPANY INC.
tan Morris By:
/4By Juan Diaz `‘‘ \3CTIQ
Its:
Its: �? �N0
tx
City Manager General Counsel =0; SEALS
;5 1982 :
.„;>;;x4 .....:(3t%,„
AT Oi11 WITNE :
� si/ 111
Mauri 'o B-tancur City Clerk rm ame: Ell Q
WI S:
Prin ame: Gts k'1F,04•40
DATE:
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EXHIBIT A
DESCRIPTION OF PROPERTY
A portion of Parcel 1, Replat of Tract "A", SUNNY ISLES SHORES, Section "A", according
to the Plat thereof,recorded in Plat Book 64, at Page 74,of the Public Records of Dade County,
Florida, being more particularly described as follows:
Commence at the NE corner of Parcel 1 of Replat of Tract"A", SUNNY ISLES
SHORES, Section "A", Plat Book 64,at Page 74, of the Public Records of Dade
County, Florida; thence run S 6 06' 20" W along the East line of said Parcel 1
for a distance of 250.00 feet to the Point of Beginning of the tract of land herein
described; thence continue S 6 06' 20" W along the said East line of Parcel I for
a distance of 299.145 feet; thence run due West along a line parallel with
and
200.00 feet Northerly of the Southerly line of said Parcel 1 as measured along
the East line of said Parcel 1, for a distance of 250.00 feet; thence run N 6 06'
20" E along a line parallel to said East line of Parcel 1 for a distance of 60.00
feet;thence run due West along a line parallel with and 260.00 feet Northerly of
the South line of said Parcel 1, as measured along the said East line of Parcel 1
for a distance of 200.00 feet to a point on the West line of said Parcel 1; thence
N 6 06' 20" E along said West line of Parcel 1 for a distance of 239.145 feet;
thence run due East for a distance of 450.00 feet to the Point of Beginning
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EXHIBIT B
SKETCH OF PROPERTY DEPICTING USABLE AREA
I pN
1
14