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Home My WebLink AboutR. County Attorney BOARD OF COUNTY COMMISSIONERS AGENDA ITEM SUMMARY Meeting Date: July 21..2010 Division: County Attomev Bulk Item: Yes ~ No Department: County Attorney Staff Contact Person/Phone #: Suzanne Hutton X34 70 __ AGENDA ITEM WORDING: Approval to issue a PO for 60 month lease with Xerox for a W5675PT Copier and a Xerox MFP8560DI Multifunction Color Phaserto replace the Xerox WCP3545. ITEM BACKGROUND: Provide a 60 month lease/agreement for a Xerox W5675PT CopierlPrinterlScanlFax line and officer finisher and a Xerox WMFP8560D 1 Multifunction Color Phaser. This replaces the Xerox WCP3545 which is five years old, and is a downgrade in equipment due to insufficient use of some capabilities of current equipment. Changing the equipment should save the County about $3,000 per year. PREVIOUS RELEVANT BOCC ACTION: N/A CONTRACT! AGREEMENT CHANGES: Lease! Agreement term will be from 08/11/2010 to 08/11/2015. STAFF RECOMMENDA nONS: Approval. TOTAL COST: $3~005.16 per year INDIRECT COST: BUDGETED: Yes X No -- DIFFERENTIAL OF LOCAL PREFERENCE: COST TO COUNTY: $15~025.8015 years SOURCE OF FUNDS: Ad Valorem REVENUE PRODUCING: Yes No X AMOUNT PER MONTH Year APPROVED BY: County At~ OMBlPurchasing _ Risk Management_ DOCUMENTATION: Included X Not Required__ DIsposmON: AGENDA ITEM" R-2 Revised ~Jnlp Revised 7/09 MONROE COUNTY BOARD OF COUNTY COMMISSIONERS CONTRACT SillAIvIARY Contract with: Xerox Contract #_ Effective Date: 08/11/2010 Expiration Date~ Five Years Contract PurposeIDescription: Lease Agreement for 5 years for Xerox W5675PT CopierfPrinterlScanlFax line and Office Finisher and Xerox 1vIFP8560D 1 Multifunction Color Phaser. Contract Manager: Elaine Ferda 3471 County Attorney #7 (Name) (Ext.) (Department/Stop #) for BOCC meeting on ' July 21, 2010 Agenda Deadline: July 6, 2010 CONTRACT COSTS Total Dollar Value of Contract: $ 250.43/mo Current Year Portion: $ 15,025.8/yr Budgeted? Yes~ No 0 Account Codes: 001-67501-530-440-_ Grant: $ _-_-_-_-_ County Match: $ _-_-_-_-_ - - - - ----.---. ADDITIONAL COSTS Estimated Ongoing Costs: $_/yr For: (Not included in dollar value above) (eg. maintenance, utilities, janitorial, salaries, etc.) CONTRACT REVIEW , . Changes Date Out Date In Needed Reviewer Division Director - YesD NoD Risk Management - YesD NoD o .M.B ./Purchasing -- YesD NoD County Attorney 1/40 YesDNo~r;rll~ 7//Y//{J , Comments: OMB Fonn RevISed 2/27/01 MCP #2 July 13th 2010 THE DOCUMENT COMPANY XEROX Buddes Office Supply Barbara Wade Office: 305-296-6201 Fax: 305-296-3849 Cell: 305-924-6201 County Attorney 1111 12th Street Key West FL 33040 ATTN: Brian Bradley Proposed equipment: Xerox W5675PT copier/printer witb color, fax line and office finisher 65PPM 11 x 17 --. Yes 60-month Fair Market Lease - 5203.31 Maintenance and supplies included (toner) with a 10,000 copy allowance and overage charged at 0.0057. MUST BE ON P.O: · W5675PT · CLR-SCAN · EMFAX-Ll · OFC50FIN · University of South Florida contract 072502700 €I 60.... Month Fair Market Lease at $203.31 with maintenance and supplies included with a 10,000 copy allowance and overage charged at 0.0057 per copy. · Trade-in Serial number TFN685321 as of month 60 PLEASE ALSO INCLUDE THE FULL INSTALL AND BILLING ADDRESS Normal delivery charges are included in your lease/purchase payment. However, if there is a need to remove a door) negotiate steps, move furniture etc then an excess rigging charge may apply. Total Satisfaction Guarantee: If you are not satisfied with your new Xerox equipment, at your request we will replace it with the same model or one with similar capabilities at no charge to you. This guarantee applies to equipment maintained continuously by Xerox Corporation for 3 years from installation or term lease. Babs Wade Xerox Sales Representative Quote valid for 30 days F"~<~; ~~;-~""j~~~s~~Jxgi~~ lit~p~i :;~t:;'/>i~~ ~,. xerox ~;- ... ~ -~ Customer. MONROE. COUNTY OF BilTo: COUNTY OF MONROE Po Box 1026 KeyWes\ Fl33041-1026 Tax (01:- Negotiated Contract: 072502100 Instal: COUNTY OF MONROE 111112th 51 Key W~ Fl33040-4088 1.. 57&5PT (WC5l65 PRlNTERl4TRAY) . Color Scanning Kit - Embedded Fax-' line - OffICe Finisher lease Term: Purchase Option: 60 months FMV - Xerox WCP3545 SIN TFN685321 Trade-In as of Payment 60 8I2612D10 . ~inimurii~a~e~ (Excluding: APPlica~ TaXes) :.:" - ............- ""':::- - . ~ - - -.. - .Au~ho~Jzed Signatu~~ _ _ - Signer: CaI10s VEtOles Phone: (305) 292-t464 Thank You for )UlI' businessl Iris ~eement is proudly preserted by Xerox and Barbara Wade (305)296-6201 For infOOTlalion on yotI' Xerox Account. go to www.xeroll.comlActountManaoemenl Customer Uno~ rece;t of the terms ofll1s agCllemmt which CDlsists or 2 pages indtlcing tIi5 face page. Sigrnrture: Date: ~.:-_ ~:~ . ~_. ~- ," ,,' ~- . - _-. -" ": =.0:_ . " ".= ~~_' _ :. -'- ,,- ~ -. -_ . ~ ~." .= . - _ ,,_- - == . _ ,,= =~. = ~= =-=~ - = ".=~ ~_ == .". = =~='~_ ==. "= ",,= .'~ =~ ~ -<'- ~ - - - - - = . - -- - - - - - ~ ,<=-" -. ~ -- ~-=-> . ~ =_.::~. --=. . :-. >:.:-.-~ - .-.,'. ~.=.;.F - =._ .. _. '-"..- _'_ _.=_- ~ ....--:~~oo. ~ '=._:__.~' .=". . .~.'=: . '_=~_=< WS X66638 0111312010 06.41.44 COnfidellial.. CopyrightG 2008 XEROX CORPORATION. AI nghts reserved. Page 1 of2 ~~,,~~,:~_~~ ~~:~. ~- '_<;,~~~~.e'~Ag ~~~~~~ij'(..=~:~~~~-~;-\~~~ ~. xerox ~":", r.,,:,&. ~ Terms and Conditions 3. REMOTE SERVICES. Certain modeis of Eqtipment are supported and serviced using data thai is automaticaly coUected by Xerox from lhe Equipment via electronic transmission from the Eqlipmen\ to a setlR o1f-site Joca!ion. Examples of automaticaly transmitted da1a indude product re;stration. meter read, supply leve~ E~ipment configuration and set6lYJS, software version. and probtemlfaUt code data. AI such data sml be transmitted in a seD.l'e manner specified by Xerox. The automatic data transmission c:apatQty will not allow Xerox to read. view or download the content of any Customer documents residing on or passing through the Ecppment or Customer's infonnation management systems. JNJROD1JC11ON: 1. NEGOTIATED CONTRACT. The Products are subject solely to the terms in the Negotiated Contract identified on the face of ttis AgreemenL and, for any option you have selected that is not adftessed in the Negotiated Contract. the lhen-current standard Xerox terms for such option. PRICING PLANIOFFERlNG SELECTED: z.. AXED P~G.. If '1lricing Fixed for Term" is identified in Mafnlenance Plan Features, the maintenance component of the Mnimum Payment and Print Charges will notincrease wring the initial Term oftns Agreement GENERAL TERMS & COWDfllONS: June 8th 2010 THE DOCUMENT COMPANY XEROX Buddes Office Supply Barbara Wade Office: 305-296-6201 Fax: 305-296-3849 Cell: 305-924-6201 County Attorney 1111 12th Street Key West FL 33040 ATTN: Brian Bradley Proposed equipment: Xerox MFP8560Dl Multifunction color Phaser 30PPM 11 I 17 -No 60-month Fair Market Lease - $47.12 Maintenance and supplies included (toner) with all copies charged at 0.0190 b/w and 0.1090 color. MUST BE ON P.O: . MFP8560Dl · Carrier/delivery install · Marion County Contract 3029JD - 072265900 · 60- Month Fair Market Lease at $47.12 with maintenance and Stlpplies intluded and copies charges at 0.0190 b/w and 0,,1090 color. PLEASE ALSO INCLUDE THE FULL INSTALL AND BILLING ADDRESS Normal delivery charges are included in your lease/purchase payment. However, if there is a need to remove a door, negotiate steps, move furniture etc then ~ .excess rigging charge may apply. Total Satisfaction Guarantee: If you are not satisfied with your new Xerox equipment, at your request we will replace it with the same model or one with similar capabilities at no charge to you. This guarantee applies to equipment maintained continuously by Xerox Corporation for 3 years from installation or tenn lease. Babs Wade Xerox Sales Representative Quote valid for 30 days ;:-~~.~"~"'-~.~' ~ ~_=~'l1~Q~~~. :_!\g~~~iii~H.~i =;:::=:~:.:~~~;.~J ~ xerox ~;, Customer. MONROE. COUNTY OF Billa: COUNTY OF MONROE Instal: COUNTY OF MONROE Po 8011026 111112111 St Key West. FL 33041-'026 Key West. Fl33040-4088 State << Local Government Negotiated Contract; 072265900 1. MFP8560D1 (856OD MFp) . Carrier Delivlinstal lease Term: Purchase Option: 60 months FMV 811912010 7 JvltJ ~. ". '!. - -...~ - - = 'Authotized ~ignature Signer. Cados Vidotes Phone: (305}292-4464 Thank You for )OlI' tlJsiness~ Tm Aweemert is proud)' preserRd by Xerox and Barb~ Wade {3D5)296-6201 f<< information 00 yotI' Xerox Account, go to WYNI.xe-ox.comlAcC(]untMana~melll Customer ackmw\ed~ receipt oru. terms of ttis agreemenl whi:h consists or2 ~ iJcidng tis face pagr. StgnatlJ'e: Dale: ~:=-=-- .'..=--:='. = --.:'.:= -~'='. ~~==,=,=-::","-~=.-_.:--: =... . - ."~--:-~- ~.-:..~>- -...= - ."'=~ =~.~:=- .:.~.= - .=.".-=-: =.===:===. ====",:.=~:= ~ -- ~ - :: - - - - - - . - - -- . . - - - ~ - - - - = - -- ~ . "-. . : .-.~;"..=.~=_._-.--=..=. :'- -.'.= =.. --:= -. .. '.- - ~ = -"= . '~'='.~" --'-'=.'.'_._=~ WS K25269 06191201008:38:10 COnTidettiaI- CD~~ ZOOS XEROX CORPORATION. AI nghts reserved Page 1 of 2 ~.;~~:~!_. ~~:~=~_~~ :~ge~~s~e;~!l~~;~=~_~-_~t;;e~ ~:~:~=~~<::~~~-) xerox "~, ....:4:. ~. IIRRODUCllON: 1. NEGOTIATED CONTRACT. The ProdudS are subject solely to the terms in the Negotiated Contract idenli&ed on the face of Uis Agreement. and~ for any option you have selected that is not adG'essed in the Negotiated ConlTact, the then-aarrent starnla1l Xerox terms b' such option. GOVERNMENT TERMS: Z. R€PRESENTAlIONS a WARRANllES. This provision is applicable to governmental entities only. You represent and warrart. as of the date of tI1s Agreement. that: (1) you are a State or a ruly constituted political suldvision or agency of the State in wl'ich you are located and are authorized 10 enter into. and carry out. ycu obligations ll1der tis A~nt Md any G1her dowment-; requi'ed 10 be delvered in connection with ttis Agreement (coVectively, lhe "Documertsj: (2) the DocumentS have been duly authorized. executed and delivered by you in atoordance wfth al applicable laws. nAes. (Jnina~s and r~tions OndJdng all appicabfe Jaws governing open meetings. pubijc bidding and appmpriaoons requied in connection with ttis Agreement and the acquisition of the Eqaipment) and are valid, legal. binmng agreements, enforceable in actGrdance with the; lerms; (3) the person(s) siglling the Documents have Ute a~ to do so. are ac1ing vmh the fiJI authorization of)'OW' governing body and hold the offices indicated below their signalu'es. each of wtich are gelline: (4) the Eqlipmem is essential to the immecbte perfmnance of a governmental 01' proprietary function by you witlin the scope ofyru aUlhority and \'ill be used dlling the Term only by you and orjy to perform such ftr\cOOn; (S} yotI' payment oblgations under tis Agreement constitute a cment expense and not a debt under appticable state law and no p-ovision of lhis A,-eement constitutes a ptedge of ytu tax or general 'evellJes. aoo any provision that is so constnJed by a court of competent jJliscittion is void from the inception of this Agreement: and (6) all payments due and 10 become We under lhls lqeement are payable fi'om sources o2her than ad varorem taxes. VOU' payment is me wiUin 45 days of the invoice date. 3. fUNDIC. Ttis provision is applicalE to govemmenlal entities only. You intend to renit and reasonably believe that moneys m an amount sufliCiert 10 rell1it aU payments clJe and to become due during 1he Term can and willawtUly be appropriated and made available to pemit yaw collinued utlzation of the ProdLEts and the petformance of its essential fullCtiJn dwing lhe Term. The person in charge of preparing your lufgel wi indlXle in each of ywr fiscal budgets a tefJlesl fOf the paymett!i tile and to become due under this A,-eement in such fiscal period. You acknoMedge that 8plWpriation of moneys for payment rerpired uMer this Agreement is a gnvemmental functkJn that you cannot contractually commit. to in advance~ and Ills A!reemenl does T crms and Cooditoos nol constittle: (1) a mLdtiple fisaJl year di'ect. or indirect debt or financial obigation; (2) an obligation payalE in any fiscal year beyond the fiscal year for wtith funds are lawfUly apJI'Opriated; or (3) an rtiigation creating a pledge rl or 8 len on yolJ' tax Of general revenues. If your goverring board does not approve an appropiation of foods at any time CUing the Term fm payments IlJe and to become due for a fiscal year Wring the Term. you wi hatie the right terminate tJis Agreement on the rast day of the fiscal period for wtich SJfficiert appropiations were recei\led without penaf1y or expense to you. except as to the pmtion of payments reqlimd heremdel' for which funds have been appropriated and budgeted. If you elect to temlnate this Pqeemertt. you wil retum the Eqw.iprnent atyotJ' expe~ to a location designated by Xerox and. when retll'ned. the EIJripment wiJ be in good condition and free of al lens and enwmlnnces. You wi then be released from any ftrther payment otigations beyond those paymenls We for the amert fiscal yeM (with Xerol retairirg al sums paid to date). Alleast 30 days pri<< to the end of ycu fiscII year. yu ctief executive officer (or legal counsel) wi arify in writing that (a) despite reasonable efftlts to obtain stifidert apprormtions. fimds have not been approJli81ed for the ensling fiscal period, and (b) you have exhausted aD funds leg8ly available for the paymenl of amounts due and to become 00e U1der ttis Agreement. To the extent penritted by apfXicable law~ you wil not use tis non.appropriation prolision as a substitute for converieN:e tenninaOOn. PRICING PLANfOFFEAING SELECTED: 4. PRICE INCREASES. Xerox may annually increase the rnain.tencn:e component of the Mrinun Payment and PriU Charges. each such inaease not to exceed 10.0%. For Applation Software. Xerox may annually increase the software IceMe or !i.lpport fees. ead1 such ilaease not to exceed 10%~ These aqustmems will occur at the commencement of eaeh 81V1JsI contract cyde. GENERAL TERMS & CONImOftIS: 5. REMOTE SERVICES- Cedain models of Eqipmenl ~re supported and serviced using dala that is automatically coIected by Xerox from the Equipment via elec1rOnic transmission from !he Eqlipment to a sectl'e off-site location. Examples of automa1icaly b'ansm~ data indude prodt.r:t re;stration, melet read, supply level, Equipment oonp,.ation and settings. software version, and probIemlfadt code dala. All such data wi be transmitted in a sectl'e manner specified by Xerox. The automatic data transmission capabilty will nol allow XP.tox to read. view or downkJal1 lhe content of any Customer documents residing on (W paS5ing tlvough the Eqtipmerl or CUstomer's information management systems. :~- ~ - _ :;: ~ -- - . - --_ _;;7 ~-_ ::_... =-- _... -_. -;: - -~- -;:. .:;- ::2=--~:;:::::::;:;::;:;: _:::=_ ... 6__ __ - - ~ ----- --------:-. - - - - - ... - - - .-. ~ - ~ - - - - - -- ~ -... - - ... - . - - . . . - - - - - :; - . - ... ... - - - ... - ~ "; -. . . - - - < - < :.:: - - '" - - < - -. - - - - - - - - -.. - ~ _ - ": - =: - o. .' - _" _ _.-:: - = e _ - ~ - _ WS K25269 201008.38:11 Confidenlia1 Copyngl1t 2008 XEROX CORPORATION. AI rJ3~ reserved. Page2af2 BOARD OF COUNTY COMMISSIONERS AGENDA ITEM SUMMARY Meeting Date: July 21. 2010 Division: County Attornev Bulk Item: Yes -2L No Department: County Attorney Staff Contact PersonlPhone #: Suzanne Hutton X3470_ AGENDA ITEM WORDING: Approval to issue a PO for 60 month lease with Xerox for a W5665PT Copier and a Xerox :MFP8560Dl Multifunction Color Phaser to replace the Xerox WCP3545. ITEM BACKGROUND: Provide a 60 month lease/agreement for a Xerox W5665PT Copier/Printer/ScanlFax line and officer finisher and a Xerox wrvtFP8560D 1 Multifunction Color Phaser. This replaces the Xerox WCP3545 which is five years old, and is a downgrade in equipment due to insufficient use of some capabilities of current equipment. Changing the equipment should save the County about $3,000 per year. PREVIOUS RELEVANT BOCC ACTION: N/A CONTRACT/AGREEMENT CHANGES: Lease/Agreement term will be from 08/11/2010 to 08/11/2015. STAFF RECOMMENDATIONS: ApprovaL TOTAL COST: $3.088 per year INDIRECT COST: BUDGETED: Yes 1L-No DIFFERENTIAL OF LOCAL PREFERENCE: COST TO COUNTY: $15.436/5 years SOURCE OF FUNDS: Ad Valorem REVENUE PRODUCING: Yes No X AMOUNT PER MONTH Year APPROVED BY: COUDlyAt1yS1/' ~haSing_ RiskManagement_ DOCUMENTATION: Included X NotRequired~ DISPosmON: AGENDA ITEM # Revised 7/09 MONROE COUNTY BOARD OF COUNTY COMMISSIONERS CONTRACT SUMMARY Contract with: Xerox Contract #_ Effective Date: 08/11/2010 Expiration Date: Five Years Contract PurposelDescription: Lease Agreement for 5 years for Xerox W5665PT Copier/Printer/Scan/Fax line and Office Finisher and Xerox MFP8560D1 Multifunction Color Phaser. Contract Manager: Elaine Ferda 3471 County Attorney #7 (Name) (Ext. ) (Department/Stop #) for BOCC meeting on July 21, 2010 Agenda Deadline: July 6, 2010 CONTRACT COSTS Total Dollar Value of Contract: $ 257.26/mo Current Year Portion: $ 15,436/yr Budgeted? Yes~ No D Account Codes: ~-67501-530-440- Grant: $ 00) __--- __ County Match: $ _-_-_-_-_ - - - - - - - ---- ............... Estimated Ongoing Costs: $ (Not included in dollar value above) ADDITIONAL COSTS /yr For: (eg. maintenance, utilities, janitorial, salaries, etc.) CONTRACT REVIEW Changes Date In Needed Division Director YesD NoD Risk Mana~ent (p/ ~l-5L\esD Norr fJL,-- //;, O.M.B./Pur a~g /,,-[7-10 YesD County Attorney ~ YesD NO~ Comments: Date Out Reviewer OMB Form Revised 2/27101 Mep #2 ,t~p~ :;;. ~ "'~. ~ "'." eo,' ">,"~ '~~t ,..~' '::! ,j< ~v~;;;~~ "'~hi/~'";f, lif,F*'}.!11/1)''''''1' ;~J~:::->j: ;;,'~~;llie'asi3j~f;A~;g~1 '~ee~ment!{!tf;~~~1~~ {~~G:\!; 0fl~ 1.,. j.-:'; , ""i~f' 'd '.;fJl q-<>~ . i~. ,~;'"7<"^", iI <f.'~:f .p-f-r');~k:?.:~;;"*0~i.<;.'.-<,;"~~ ~I xerox '4' Cuslomer. MONROE, COUNTY OF BilTo: COUNTY OF MONROE Po &m 1026 Key West, Ft33Q41-1D26 TllXIDI:. Negoliated Contract: D12502100 Instal: COUNlY OF MONROE 1111l2lllSt Key West, Fl33040.4088 1. W5665PT (W5665 PRlNTERl4T) - Color Scan Ertable - S08 C.p-scan CntrIr - Embedded Fax-1 line - 0Ilil:e Fmlsher lease Tenn: Purchase Option: 60 months FMV - Xerox WCP3545 SIN TFN685321 Trade-In as of Payment 60 811912010 .T~i.",'Y::::,.... - Consumable Supplies Included for an printS 10,001+ $0.0057 - Prking FIXed for Term . $2'~: i4~':'.~;'; ;. Min:m.u,~ Pil~~. tE#.bkIi!i9,APPJi#*t#ii:>i.::i:i:(!::i,i,:,\'i/V/:';.:;::.;::'::'.( ,;-~\':':;':ir.:: :.,:.i~/::" " A. HUTTON '. .n._ 'p..r; (%'J1 \"'''Ir.:y ,/o'.'_';j;\j, \ ......~!"\j_ . ....... .1/:/1./2-.__... ,~~;~ '(', ~~~.--' .." ,A\.lthor<i~ed, ~igl,latu.re ,,', Signer. Cllrl~ VM:Wres P!llJne: (3tI5)2.92.-4464 Tilank Yoo for)'Oll' businessl Ttis ~meRl is proutIy pt~ hy Xerox and Bad:Iara Wade (305)29lH2Dl For inFocmaOOn on your XerOX' Aa:ourtl. go1O www.xCfox.comlAccoUlllManauemel1l Cuslomer~s~ofUle Iell1lSottli:i:ll9Cl!l!1lIel11 lII!1khamisls itf211!!j15 h:Uilg llis faa! page. Signallft: Date; N""~~'~-::f~~"'f ",~j-" " ,? ~ l" 0, 1\'Q' t~1 ',;:"" ",-1_ 'IUr'~' .1,~?"",,1:~j: ""'"'.,'I.GJ' "1'.., i)~ttN.i<,.. ',..;;,l.30'''~&'1t~t'j ;'Hfd~.r.t'q~f,8 '~~ff~~1:~t.(j~!~?~~~:~~?f~f~~'!Xg [t:~'ml~2 4:t#l:Jf1l111~i~9.k;; xerox .~ INTRODUCTION: 1. NEGOTIATED CONJRACT. The ProductS are subjeCi solely to 1M terms in !he Nego1laIed COntrad. idelMlied on the face of \tis Agreemenl, and, for any option you have sdCl;tl:d that is not addressed in the Negotiated Conlracl, \he 1hen-aJlTlll1l. standal'd Xerox terms for such option. PRICtNG PLANlOFf'ERtNG SELECTED: 1. FIXED PIl:ICIHG. If "Pricing Faed foc Term. is ideJllilied in Maintenance Plan FealUfeS.1lIe mainlenanceCllmpanentofUle Mlimum Paymemand Plitt Charges \WI lIOtincrease lilring lie inliaI TermofUJs Agreemenl GElilERAl TERMS & CONomoNS: Tl!llllS ood CllrHiIions " 3. REMOTE SERVICES. certain models of Eq,ipmenl are supported and 5eI'Iil:ed using datlllhal is lIuwma1ically I;llIIed.ed by Xerox li'om \he Eqtipmelll. via eIeclroril: trllllSlTlission from \he Elpipmelll. to a sean off. IoaItion. ExampleS of aulomatitaly trlll'lSlMtecl data indudo prodlJCt ~on. meter lelld. SUPPl1 te'olel Elfllpmenl m~ and seIIiogs. software \/efSioo. and pro~l code data. AD sucI1 dala shaD be lI1InSmiUed in a seaJ"e manner spedlied by Xerox. The automatiC: data transmissloo C3lJl1biity y,iI rJGt alIaW xerox to read, \'iew or download the contemllf any Customer docunents residing 011 or passingtl1lo\lg!l\he EIPpmelll. or CUSlomets infomlation management systems. ;:;(,ft':(~J";"1',"~<<:1' f;~'" ',;.~t-,/~s':'YY'!~FI:1 :",~J :"",/,1 ';n:Y,,J?t17~' ~'1~t: \;' ;i,(,?;1!:;~qs.e,;Agr~e:rneot-:',ii,;V~~~17'7,!{;Vi lo'r,!"<,~>"",~ Iii ,,' < .." '"' _el"-~"~ .h~" "",\:1 <,'~',;--~""V.j,~'j'H"-\,,"",,.f;IM"_~j xerox .' Custllmer: MONROE, COUNTY OF BilTo: COUNTY OF MONROE Inslal: COUNlY OF MONROE Po Boll026 111112lh 51 KeyWest, Fl33041-1026 KeyWes1. Fl33040-4D8B Slalll ~ local GovemmerllNegolillled COIlllIld.: 012265900 1. MFP8560Dl (8560D MFp) - Carrier DeIi\llinstal S~ .~ ~ lease Term: PW'thase Option: .g.~~~.!Ei!l 60 months FMV 811912010 ,~~"'rr":"i _ ~ .f-,r ,{:~~"" , ,~,~th,~~lz,ed S_!gf1atur,~, _,', Signal1n: Dale: Thank YoufQf yolI' business! Ttis Pqeemerd is proudy preserted by Xerox and ~Ji Barbara Wade JJI1ICi (305)296-6201 frBfja;;~.!;! F~inbmationllll)'!UXI!lllJlAa:ount.golo ~ www.xecox.comlAttountManagemel1l -= CUslcmIlr lIC:kmWled9'!S receipt ollhe Unns olUis agrecmml. Mlk1I a:rISilIs Of 2 p.-.ges ioriJtilg Ilis lace Jlllge. Signer: Callos V"lCtIlres Phone: (305)292~.fB4 '!''?', '-~", ,<.~.~~ . ,jy~ y/;..-;-i':;~~ .:;t~< ~(0\'J ';-jt~!'-?<r'1'11 ~.f"'~-/h"i.~Fj1[r;il, i,,';';\';"~},~,' :;, ,Aliease: '/t.gr;eement ~:,N;!t;';l1;l~'; I,t,.f2Td '-'.' '" ,", j",'~'~""''''' ")'i"'. , ~>i W;~......>,,"~":".- ~';ji7 .a",~/r;'=!lt ,,~L~<<-s ^,,1tY~ xerox ~, INlRDDUCJ1ON: 1. HEGOlIAlED CONTRACT. TIle Praduds are SlAIjeCl solely to the terms in the Negotiated CoTllraCl identified on the race or tIis Agreemenl. and. flll" any option you haw selected lhat is not addressctl in the Negotiated COmracl. the \hIln-am'1ll1l $landard Xemx terms for SUCh oplion. GOVERtWENfTERMS: 2.. REPRESENTAllORS & WARRAHIIES. This provision is applitable to governmental entities onI'J. Vou represent and WlIlTl1n1. as of the Ilal.e of tlis Arleement Ihal: (1) you are a SllI1e or a f1jy col'lSlltuled poIilEal subdMsion or agency of the Stalll in wlich )'011 are lacatad and me llIllhorized to errter into. and carry CIJI" yw obliglllions uroer IIis A!Jl!elMnt and any oll1ef documents requied to be rIeiveIed in cormeclion with tJis Agreement (coIlectNely. the 'Documents"); (2) !he DocumellS have heen dtJy alllhoriled, exewled and deliveted by you ill aa:mdance ~ alIappicable laws. nies, onilllltl:l!s and ~ns G~ lIII appicab!e laws gaveming open meetings,. puWc liddiIlg and appropriations req.ired in conneclion with t/i$ A!Jl!eroolll allll!ll! aapsItIOfl Of 1lie E~pmel1l) and lie valid. legal. blmlng agreements. ertoo:eall/e in iICCOI'daIxe with lhett.enns; (3) the person(s) signing tile Docunents have tlle alllilomy to del so. are lIt'ling wiIh the flJl ilUIhGIizlllion of }'OIl' governing bolly anl1l1o!lI1he olIite:sindaled beIowlheir signallreS, eadI ofwl"ichare gemllC; (0 Il1e Elf.ipml!lt is essenIiaI to the imme4al.e pet1'Ol1l1illlCll Df a gGvernmenlal or pmplietmy fUnction hy you wilIin \he scope of your authority and will be usetI dlling: \he Tem1 OIl} by you amloriy to penorm such runtU:lll; (5) YOII' payment obIgations under !tis Agreemenl tollS1iUB a wrenl expense am! nat a debt under applicllble stale Jaw Md no lK'ovision of tIIs A!1eement con5lilllles a pledge of yoII' tax or general revelmS. and any lK'ovIsion that Is so conSllUed Ily a I:OOIl of competenl)JriSlfctionls void from ll1einceplionofltis Agreement; and (6) all payments we and 10 become We under lIis A9eemenllll'e payable from SOII'ces other lhan ed ~Illorem lllXe5. V~ paymenl is mewilJin 45 days of the invoire dirle. 3. FUNDIIG. llis provision is apPialble to govemmenlal enlilies only. You ilI!l!nl1to reniland rea5000bly believe Iha1. moneys in an amounlsufficientto remitall paymerrts due and 10 !Jecome we Wring Ihe Tetm can anll mllawftily lie approprialed and madeavililalile 10 pemit )'OII'oonlfnued utliza1lnn ofille Products and llie pedOflllalXe ofIts essernial furn:tIon lUinglhe Tenn. The ~ in r:hal!lllofprepaling)'lU budget wi) include in each of ywr listal budgets a ~ fur !he p8j'1Y1e1lts we and to become we under ~s A!1!!ement in sucI1 ~ period. You acknowledge that apjXoprialion of moneysfllr paymel'llreqJired underllis A!1!!eIl'If!nl. is a governmental function that you cannot conlractuaUy commino in adVance, and tIis A!1eemenl does Tenns nnd Cornlllions II01collSlilule; (1) a m!Jtiple Iisa.I yeardlectorlndied. debtorlillilncial obigation; (2) an obligation payable ill any fiSt:a1 year beyOnd Ihe fISCal year for I'Iticll tiIn!Is are lawfiJly llpJlfopl!a1ed; or (3) an otJIigation creating a pledge of or a lien on you tax or genernllWCI1IIeS. If your gawtling: board does not approva m appmpiation offunds at any lime dlJing lite Tem for payments We and to become due for a fi~ year liJri'ng: the Teml, you wi have tlle Iigttl terminate Uis Agreement on the last. day oftlle IiscaI period for w1ich sufficieIt appropiatiOns were received 1Iithaut penally or expense 10 you, except as 10 !he portion of payments reqtifed hereumler fOf wllich funds have been appropriated and lJu~lelL IF you /!led 10 leminate!his A!1Oemeli. you wi! relum the Elppmenl. lit yow expense. to a IocalWn designated by Xerox and. wilen relImed. the Etppment willie in good condilion and free of . liens and em:umbrances. You willhen lie released ffom aJrj fuIher payment oIigaliOns lIeyood those payments we for !he CIlllent fiscal year (with XOlOX retairing aI SII1IS "aid to date). AlIeaSl30 days prior to the end of }'CO' fiscal year. you cI1ef exeatlive officer (or legal coonsel) wit cedify lit writing lIilIl (a) despite reasoIJiIble efforts 10 oblain sumdl!lll a"finJlla1irns, fiII1s tlave nlll. been apprOjJialed rill' ll1e l!JlSIjng listcIl period. and (b) you iIaYe exl1auslell all funds Iegaly available for the payll1Clll of amounts due and to tl<<ome We umler tlis Agreemenl To tlle extenl. pemitted by apprlC8llle law. )'OIl wiI not lSe ltis non-appropriallon pllMskln as a substilule ror comerielnllerminalion. PlUaNG PI.Atll(]FfERING SELECTED: 4. PRICE INCREASES. Xerox may al1l1~y lntrelIse \he milinlel1illlre coll1jlOnent of Ule Mlimum payment and Print ChatgeS. ead1 SUd1 increase not 10 exceed lo.O'If.. Fa- Appli:ation Software. Xerox may anooallylnaeaselhe software icense or support Fees. each SII:h increase IIOlto exceed 10%. These lll#ustmenls MlllCCll' III the COInmena!menl at' eaclt Illllllal conlfacl cycle. GERERAL TERMS" CONDIIIONS: S. REMOTE SERVICES. CesWn models of E.ppmcnl we supported IIIld scMa:d using data that is oolomatically coIIecled by Xerox from the Eqlipmenl via eIectrortc transmission from the Eqtipment to a setUl! Illf.Sile Iocalion. EXlll11ples of automalicaly lransmilted data indode poduct regstmUon, meter read, supply level. E"ment configt.flllion and sellillgs, Sllllware ~ anll prollkmralil code data. lID such data sIiaI be transmitted in a sect.re maMer specified by Xerox. The automatic data transmissioo capabiRy va nlll. allow Xetox 10 reall. 1Iiew or downloall the ronlelll of any Cusklmerdocuments resiling on or paS5ing lhmuglt lite E(f.ipment or Custllmel"s,fnmrmalionmanagemmsystems. June 8th 2010 THE DOCUMENT COMPANY XEROX Buddes Office Supply Barbara Wade Office: 305-296-6201 Fax: 305-296-.3849 Cell: 305-924-6201 County Attorney 1111 12th Street Key West FL 33040 ATTN: Brian Bradley Proposed equipment: Xerox W5665PT copier/printer with scan (including color scan)~ fax line and office finisher 65PPM 11 x 17 - Yes 6o..month Fair Market Lease ~ $210.14 Maintenance and supplies included (toner) with a 10,000 copy allowance and overage charged at 0.0057. MUST BE ON P.O: . W5665PT · COLORS CAN o CPSCNTRLM · E.MFAXl · OFC50FIN · University of South Florida contract 072502700 · 60- Month Fair Market Lease at $210.14 with maintenance and supplies included with a 10,000 copy allowance and overage cbarged'at 0.0057 per copy. 4) Trade-in Serial numberTFN685321 as ofmontb 60 PLEASE ALSO INCLUDE THE FULL INSTALL AND BILLING ADDRESS Normal delivery charges are included in your lease/purchase payment. However. if there is a need to remove a door, negotiate steps, move furniture ete then an excess rigging charge may apply. Total Satisfaction Guarantee: If you are not satisfied with your new Xerox equipment, at your request we will replace it with the same model or one with similar capabilities at no charge to you, This guarantee applies to equipment maintained continuously by Xerox Corporation for 3 years from installation or term lease. Babs Wade Xerox Sales Representative Quote valid for 30 days June 8th 2010 THEDOCUMENTCO~ANY XEROX Buddes Office Supply Barbara Wade Office: 305-296-6201 Fax: 305-296-3849 Cell: 305-92~6201 County Attorney 1111 121h Street Key West FL 33040 ATTN: Brian Bradley Proposed equipment: Xerox l\fFP8560Dl Multifunction color Phaser 30PPM 11 x 17 -No 6o-month Fair Market Lease - $47.12 Maintenance and supplies included (toner) with all copies charged at 0.0190 b/wand 0.1090 color. MUST BE ON P.O: . MFP8560Dl · Carrier/delivery install o Marion County Contract 3029JD - 072265900 . 60- Month Fair Market Lease at $47.12 with maintenance and supplies included and copies charges at 0.0190 b/w and 0.1090 color. PLEASE ALSO INCLUDE THE FULL INSTALL AND BILLING ADDRESS Normal delivery charges are included in your lease/purchase payment. However, ifthere is a need to remove a door, negotiate steps, move furniture ete then an excess rigging charge may apply. Total Satisfaction Guarantee: If you are not satisfied with your new Xerox equipment, at your request we will replace it with the same model or one with similar capabilities at no charge to you. This guarantee applies to equipment maintained continuously by Xerox Corporation for 3 years from installation or term lease. Babs Wade Xerox Sales Representative Quote valid for 30 days BOARD OF COUNTY COMMISSIONERS AGENDA ITEM SUMMARY Meeting Date: July 21, 2010 ( HOC) Division: County Attorney - Bulk Item: Yes X No Department: Staff Contact Person/phone #: Suzanne Hutton 292-3470 AGENDA ITEM WORDING: Approval of an assignment to Islamorada Village of Islands of lease for area known as Anne's Beach. ITEM BACKGROUND: After Islamorada incorporated, several lease assignments were executed between the Village and the County, but it does not appear that an assignment was ever executed for Anne's Beach. The State Board of Trustees of the Internal Improvement Trust Fund has title to that area and has requested that a three-party assignment be executed. PREVIOUS RELEVANT BOCC ACTION: January 19, 2000 and July 26, 2000 assignments of l leaseholds to Islamorada. It should be noted that at least one grant of IDC funds has been issued from the County to the Village for improvements on the public beach park. CONTRACT/AGREEMENT CHANGES: STAFF RECOMMENDATIONS: Approval. TOTAL COST: N/A INDIRECT COST: BUDGETED: Yes _No DIFFERENTIAL OF LOCAL PREFERENCE: COST TO COUNTY: N/A -SOURCE OF FUNDS: REVENUE PRODUCING: Yes No AMOUNT PER MONTH Year APPROVED BY: County AttY~MB/PurchaSing _ Risk Management_ DOCUMENTATION: Included Not Required_ DISPOSITION: AGENDA ITEM # Revised 7/09 j{" Be - ~.~'" ~ "" ~ ,,, 1 ~~ . ' _ _^:. r ..) -'\ ~ _""1 .'. i ..d:}fV t;.iU ii ;'1\1\ t\' 7 j i" U ~ ~ .' - ~J;J'J;~( ,~'" ." .:0...".1, Florida Department of Environmental Protection MaIjory Stoneman Douglas Building 3900 Commonwealth Boulevard Tallahassee, Florida 32399-3000 Charlie Crist Govemor Jeff Kottkamp Lt. Governor Michael W. Sole Secretary June 1, 2010 Mr. MarkJ. Rosch Executive Director Monroe County Land Authority 1200 Truman Avenue, Suite 207 Key West, Florida 33040 c:-,tA 1.,0; Vl ~ -- 1 f.../" pI CPJ-s.e- ft1 t 1 /l1!5 O'fl. fhe C1 qf})'u;I /) ~ kPr gDCC OtJ;{JpiOVttvf.. '. jr~~~ ll(.~ ' fi1q;{I- RECEIVED o '? 2010 RE: Assignment of Lease 3783 MONROE COUNTY ATTOflNE" .r Dear Mr. Rosch, Attached are three originals of the Assignment of Lease 3783. Please have each of the originals signed, sealed and witnessed by the appropriate parties, then return to me at the letterhead address for execution by this department. Upon execution by this department, a fully executed original will be sent to you for your record. If you have any questions, please contact me at (850) 245-2741 or Robin.T.5mith@DEP.state.fl.us. Thank you for your cooperation. ?lYPil Mr. Robin J. 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ITEM BACKGROUND: On 10/21/09, the BOCC approved a Revised Sub-lease between Overseas Redevelopment, LLC and Flagler Village Limited, Partnership, Ltd. to correct some typographical and clerical errors identified by Florida Housing Finance Corporation as part of their review process. The attached Estoppel Certificate is required by the lender to obtain the :financing needed for this affordable, housing project to proceed. The attorneys have compared the certificate information to the lease and have concluded that the certificate provides assurances only as required by the lease and related documents, in conformity with the current status of permits, lease, & 380 Agreement. PREVIOUS RELEVANT BOCC ACTION: 5/16/06 approval 380 development agreement; 6/21/06 final approval 380 agreement; 9/20/06 approval ground lease; 4/15/09 amendment to ground lease; 8/19/09 approval of sub-lease; 10/21/09 approval ofrevised sub-lease CONTRACT/AGREEMENT CHANGES: N/A STAFF RECOMMENDATIONS: Approval. TOTAL COST: N/A INDIRECT COST: N/A BUDGETED: Yes No COST TO COUNTY: SOURCE OF FUNDS: REVENUE PRODUCING: Yes No AMOUNT PER MONTH_ Year APPROVED BY: County Atty _ OMBlPurchasing _ Risk Management ~ DOCUMENTATION: Included X Not Required_ DISPOSITION: Revised 1/09 AGENDA ITEM # ESTOPPEL CERTIFICATE ,2010 Wachovia Affordable Housing Community Development Corporation MAC DI053~170 301 South College Street Charlotte, NC 28288 Attention: Michael Loose: Asset Management Re: Ground Lease between Monroe County and Overseas Redevelopment Company, LLC, a Florida limited liability company ("Tenant") dated as of September 20, 2006, as amended by that certain Amendment No.1 to Ground Lease dated as of April 15, 2009 (collectively, the "Lease") regarding certain premises in Stock Island, Monroe County, Florida, as more particularly described therein (the "Demised Premises") We understand that you are about to make an equity investment in Flagler Village Limited Partnership, Ltd., a Florida limited partnership (the "PartnershiD"). The Partnership is the sublessee under that certain Revised Sublease Agreement between Overseas Redevelopment Company, LLC, a Florida limited liability company, as sublessor, and the Partnership, as sublessee, dated October 21, 2009 ("Sublease"). The Sublease grants the Partnership certain rights in and to the Demised Premises, and imposes certain duties and obligations upon the Partnership with respect to the Demised Premises. You have requested that we, as lessor under the Lease ("Landlord") execute this Estoppel Certificate (this "Certificate") in connection therewith. The terms of this Certificate supersede the terms of the Lease and you shall have an independent right to enforce such terms. We hereby represent and warrant to you that: 1. True and correct copies of the captioned documents are attached hereto as Exhibit A. All capitalized terms used but not otherwise defined herein shall have the meanings given to such terms in the Lease. 2. The Lease has been duly authorized, executed and delivered by us and Tenant and is in full force and effect. The Lease constitutes the entire agreement between us and Tenant pertaining to the Demised Premises. The Lease has not been amended, supplemented or modified except as described above and attached hereto. There are no other Related Agreements, whether oral or written, between Tenant and Landlord concerning the Demised Premises, except that certain Agreement Pursuant to Section 380.032, Florida Statutes, dated July 19, 2006, between the Department of Community Affairs, Overseas Redevelopment Company, LLC, and Monroe County (hereinafter, the "380 Aereement"). 3. We currently hold all of the right, title and interest of the '"Lessor" under the Lease and have not assigned, hypothecated, encumbered, mortgaged, pledged or subordinated any of our interest under the Lease or in the Demised Premises (or otherwise leased any of the Demised Premises except pursuant to the Lease) in whole or in part. We recognize the Partnership as the holder of the leasehold interest in the Demised Premises pursuant to the Lease and the Sublease. 4. All improvements located or to be located on the Demised Premises are to be owned by the Partnership for all purposes, and the County shall not claim depreciation deductions with respect to such improvements. 5. All rent and other sums due us under the Lease through and including the date hereofhas been paid in full in a timely manner. 6. No default by Landlord currently exists under the Lease, nor does any event or condition that, with the passing of time or giving of notice or both, would constitute a default by Landlord under the Lease. No default by Tenant currently exists under the Lease, nor does any event or condition that, with the passing of time or giving of notice or bot~ would constitute a default by T errant under the Lease. 7. Except for the amendments to the Lease contained in this Certificate, we will not enter into any agreement with the other party to the Lease to terminate, cancel, surrender, amend, alter, modify or extend the Lease or any interest of the Tenant thereunder without your prior written consent and any such purported agreement shall not be valid or effective without such prior written consent. Without limiting the generality of the foregoing, your prior written consent shall be required prior to Tenant being permitted to terminate the Lease following the occurrence of damage, destruction or a taking. 8. We shall not transfer or encumber our fee interest in the Demised Premises, nor shall we consent to the sale of all or any portion of the Demised Premises including, without limitation, any and all Affordable Housing Units constructed thereon, without your prior written consent. We agree that any mortgage, deed of trust or other encumbrance on the fee estate in the Demised Premises shall be junior and su1JQrdinate to the Lease and the Sublease. 9. Notwithstanding Exhibit "'F" to the Lease and the modifications to Section 12.02 of the Lease contained therein, prior to the expiration of the Compliance Period (as such term is hereinafter defined) we shall have no right or option to acquire any right, title or interest in or to the Demised Premises or any improvements or personal property located thereon, including without limitation, any and all Affordable Housing Units constructed pursuant to the Lease. Without limiting the generality of the foregoing, the right of first refusal reserved by us in Exhibit "'F" to the Lease shall be of no force or effect during the Compliance Period (as such term is hereinafter defined). 10. Any matter required by the Lease to have been approved by us on or before the date hereof has been approved. Any matter stated in the Lease as requiring the consent of a leasehold mortgagee shall also require your consent. Any provision of the Lease requiring the Tenant to obtain our prior approval or consent, shall likewise be deemed to require the Tenant to 2 obtain your prior approval or consent, and we shall not grant our approval or consent to any proposed action of the Tenant, without you first being given notice of the relevant request and a reasonable opportunity to respond. 11. There are no actions, whether voluntary or otherwise, pending against us under any insolvency, bankruptcy or other debtor relieflaws ofthe United States or any state. We have not received written notice of any pending eminent domain proceedings or other governmental actions or any judicial actions of any kind against the Demised Premises. 12. To our actual knowledge, the Demised Premises have not been used for any activities that, directly or indirectly, involve the use, generation, treatment, storage, transportation or disposal of any petroleum product or any toxic or hazardous chemical, material, substance, pollutant or waste in violation of applicable law. We have not received any notice, \VIitten or oral, of (a) any violation of any applicable federal, state, county or local statute, law, rule or regulation of any governmental authority relating to environmental, health or safety matters on or about the Demised Premises; (b) any allegation that, if true, would contradict any statement contained in this Estoppel Certificate; or (c) the existence of any \VIit, injunction, decree, order, judgment, lawsuit, claim, proceeding or investigation, pending or threatened, relating to the use, maintenance or operation of the Demised Premises (nor are we aware of a basis for any such notice under (a), (b) or (c) above). 13. With respect to defaults under the Lease: (a) we will give you a copy of any written notice we give to the Tenant under the Lease at the following addresses: Wachovia Affordable Housing Community Development Corporation MAC DI053-170 301 South College Street Charlotte, NC 28288 Attention: Michael Loose: Asset Management with a copy to: John Simon, Esq. Sidley Austin LLP One South Dearborn Chicago, IL 60603 and 3 Joel Hjelmaas Counsel Wells Fargo Bank, N.A. MAC x2401-06T 1 Home Campus, 6th floor Des Moines, IA 50328-0001 (b) we will give you ten days after your receipt of such notice to cure the non- payment of any sum due under the Lease; ( c) we will give you thirty days after your receipt of such notice to cure any other default under the Lease; (d) if a default is incapable of being cured within thirty days, we will give you such additional time as is reasonably necessary to cure such default provided you have commenced to cure such default and are diligently proceeding to cure such default; ( e) if you make any such payment or otherwise cure such default, we will accept such action as curing the respective default under the Lease; (f) if you cannot cure a default without removing the general partner and assuming control of the Partnership, we will toll our exercise of remedies during the period you are attempting to remove the general partner, but no longer than one year from the notice of default; (g) if you remove the general partner you will not have to cure prior defaults of that general partner that are not capable of being cured by you, such as the bankruptcy of such general partner; and (h) we shall not have any right to terminate the Lease, take possession of, or to assume or assert any possessory interest (including any right of re-entry) in and to the Demised Premises, at any time prior to the expiration of the tax credit compliance period for all buildings on the Demised Premises (the "Compliance Period"). 14. At all times prior to the expiration of the Compliance Period, the Lease shall be deemed amended as follows: (a) The definition of ""Affordable Housing Unit" in Article I shall be amended to read: "a residential housing unit that meets the moderate or lesser income requirements of the Affordable Restrictions." (b) The definition of "Association" in Article I, and all instances where such term is used in the Lease, shall be deleted from the Lease and of no force or effect. (c) The defInition of "Sale" and "Sell" in Article I shall be construed to encompass only (i) the ground leasing and sub-ground leasing permitted under the terms of 4 the Lease, and (ii) the leasing of Affordable Housing Units, as permitted by the Affordable Restrictions. Any provisions ofthe Lease that contemplate or apply to the sale of individual Affordable Housing Units shall have no force or effect. (d) Article XIV shall be amended to provide the Tenant the right to alter and/or improve the Affordable Housing Units from time to time constructed upon the Demised Premises. (e) The fourth and fIfth sentences of Section 18.04 of the Lease are hereby amended to read: "Except as set forth in Section 19.01 of this Lease, the Lessor makes no express warranties and disclaims all implied warranties. Except as set forth in Section 19.01 oftms Lease, Lessee accepts the property in the condition in which it currently is without representation or warranty, express or implied, in fact or by law, by the Lessor, and without recourse to the Lessor as to the nature, condition or usability of the Demised Premises, or the uses to which the Demised Premises may be put." It is expressly acknowledged and agreed that the amendments to the Lease effectuated by this Paragraph 14 shall have no further force or effect as of the 90th day following the expiration of the Compliance Period. 15. We will permit you to transfer your limited partner interest in Tenant to any person or entity at any time. 16. We will permit you to remove the general partner of the Partnership in accordance with the relevant partnership agreement provided that any substitute general partner is acceptable to us in our reasonable discretion. 17. We will permit insurance and condemnation proceeds to be used to rebuild the Demised Premises provided that (i) sufficient funds are provided from other sources to effectively rebuild the Demised Premises to a lawfully authorized multifamily housing complex, and (ii) we shall hold all such proceeds and disburse them based on the pregress of construction, subject to such additional reasonable conditions as we may impose. 18. We shall execute and permit the recordation of a written memorandum of the Lease and this Certificate in the public records. 19. notice. We shall provide estoppel certificates at the Tenant's request upon reasonable 20. Notwithstanding Sections 15.01(j) or 16.02 of the Lease, we shall not acquire the Tenant's interest under the Lease or otherwise permit a merger of the Demised Premises' fee and leasehold estates. 21. We will join in the conveyance of grants of easement reasonably necessary for the development of the Demised Premises. 5 22. The terms of this Certificate shall bind our successors and assigns and we will not convey the Demised Premises without providing the assignee with a copy of this Certificate. 23. Notwithstanding any legal authorities to the contrary concerning the doctrine of waiver and estoppel as applied to public entities and the actions or inactions of public agencies or public agency officers and officials, we acknowledge that you (and your successors and assigns) are relying on the contents of this Certificate and our execution hereof, and that in consideration of such material reliance, we agree that we shall now and forever be estopped from denying the validity of this Certificate, and we knowingly and expressly waive any claim or defense of estoppel in connection therewith. 24. The person(s) executing this Certificate on our behalf represent and warrant that: (i) we are duly organized and existing, (ii) the person(s) executing this Certificate is duly authorized to execute and deliver the same on behalf of us, (iii) we have taken such formal action as may be required by law to bind us, and we are formally bound, to the provisions of this Certificate, and (iv) entering into this Certificate does not violate any provision of any other agreement to which we are bound. (SEAL) BOARD OF COUNTY COMMISSIONERS OF MONROE COUNTY (LESSOR) By: ATTEST: Danny L. Kolhage, Clerk By: Mayor Deputy Clerk I' ANNE A. UTTON h~, c~J;(}7Jf!?'NEY " ~-, f:l/f'L ~, , BRANCH BANKING AND TRUST COMPANY, a North Carolina banking corporation Print Name: By: Name: Title: Print Name: Print Name: OVERSEAS REDEVELOPMENT COMPANY, LLC, a Florida limited liability company Print Name: By: H- Try, LLC, a Florida limited liability company, its manager By: Name: Title: 6 EXHIBIT "A" TO ESTOPPEL CERTIFICATE V(Z@fW19 ~1 TIm fat])r'3}f~j~~~ REVISED SUB-LEASE AGREEMENT BETWEEN OVERSEAS REDEVELOPMENT COMPANY, LLC & FLAGLER VILLAGE LIMTED PARTNERSHIP, LTD. ()'t THIS REVISED SUB-LEASE AGREEMENT is entered into this )/ - day of October, 2009 by and between Overseas Redevelopment Company, LLC, a Florida Limited Liability Company (hereinafter "Sub-Lessor") and Flagler Village Limted Partnership, Ltd., a Florida Limited Partnership (hereinafter "Sub-Lessee"). WHEREAS, Sub-Lessor is the lessee under that certain ground lease dated September 20, 2006 (and amended on April 15, 2009) between Sub-Lessor and Monroe County, a Political Subdivision of the State of Florida, as Lessor, for the real property located in Monroe County, Florida described on Exhibit "A" attached hereto (hereinafter referred to as the "Ground Lease," a true copy of which is attached hereto as Exhibit "8"); and WHEREAS, Section 12.01 of Article XII of the Ground Lease prohibits the assignment or sub-letting of the Demised Premises without the written consent of Monroe County; and WHEREAS, Sub-Lessor desires to sublease the Demised Premises to Sub-Lessee and Sub-Lessee desires to sublease the Demised Premises from Sub-Lessor on the tenus and conditions contained herein; and WHEREAS, this Revised Sub-Lease Agreement shall correct and supersede the Sub- Lease Agreement entered into by the parties and dated August 6, 2009, which misspelled the legal name of the Sub-Lessee and contained other scrivener's errors (a true copy of which is attached hereto as Exhibit "C"); and WHEREAS, Monroe County, having reviewed the proposed sublease, desires to consent to the sublease. NOW THEREFORE, the parties do hereby say and agree as follows: I. All of the above recitals are hereby incorporated into this Revised Sub-Lease Agreement. - 2. Sub-Lessor hereby sub-leases to Sub-Lessee, and Sub-Lessee hereby sub-leases from Sub-Lessor, the Demised Premises under the Ground Lease. This Sub-Lease is contingent on Sub-Lessee obtaining an award and receiving funding for HC tax credits from the Florida Housing Finance Corporation. 3. Sub-Lessee hereby agrees to be bound by all of the terms of the Ground Lease, and hereby agrees to assume and perform all of the obligations of the Sub-Lessor under the Ground Lease. This Sub-Lease is intended to transfer site control to Sub-Lessee. 4. The term of this Revised Sub-Lease Agreement shall be concurrent with the remaining tenn under the Ground Lease. ::ZTlO 0'" 0 :z:-o ::0 ft IC oil.. mp>~ O;QO) 0/& .... CO(D :ZCUl -I' -..I -<~ ll.. .... co-. lSI ::D::I ..... :ZoN Z..,Ul -<........ ,.... N rn lSI . ... lSI 1\I(D ~- ~~ :J:n.... ::D 0 .... Cl'" I1111..N 11Im ~~ !l!~l Zl:O It N .Ilo... w..... ClIO) .... (D '"001 UlI.... 1Z N ts) N 5. The rent for the sub-lease shall be an initial lease payment of $1,000,000.00, then, as available from cash flow, an annual payment of not less than $1.00 per year and not to exceed $50,000.00 per year. 6. The Sub-Lessee shall be permitted to encumber the leasehold with a leasehold mortgage in order to complete the improvements to the land. The Lessor hereby consents to a leasehold mortgage for said purpose. 7. The Sub-Lessor (Overseas Redevelopment Company, LLC) is not released from its obligations under the Ground Lease. 8. This Revised Sub-Lease Agreement shall be governed by the Laws of the State of Florida. IN WITNESS WHEREOF, the parties have set their hand and seal the day and year written above. SUB-LESSOR: SUB-LESSEE: Overseas Redevelopment Company, LLC Flagler Village Limted Partnership, Ltd. By: Overseas GP, LLC, its general partner member CONSENT TO SUB-LEASE ale ~o un D: N .c:o... w..... ClOO'I ~ Ul "'UUl ID..... D: N IS) W rv:o~lqm: COUNTY ATTORNEY The undersigned hereby consents to this sub.lease. '. UTTON ~k:'~fY By: Doc" 1764957 Bk~ 2438 Pg~ 204 "EXH I BIT A" EXHIBIT leA" Doell 1764957 Bk~ 2438 Pga 205 LEGAL DESCRIPTION OIl t:.he Xe1aft4 bCllMll .. fltlct_ .l.1aa4 aa4 ~ a100k 3., ooa"'~'" .,20 1oU, ~. to GeOiRCI8 L. ......"10'. .1a~ o!Z . ~ oe ftoo'k U1aD4 Z'eDD~ ... ..1at: BOok 1 r ___ 55 ~ IfooaI:e4t eo.at:.F, fto:dda ~. ALSO Tbat:. pDrt:.i.aa td ft.&oIIt. a...... l~ M4 ~ ........ B10ak S. MCI ", ~ I.. ~T.f)r. .1&. .~ . paJ:t ~ 8t:ocik ..1.... ..~...lD dUal".~ by ~v.UOD 110. '''1''., aoad ~ Ccnaatr c:-&......., I:'8ClIOI:dI4 ill ocrJ.el.a1 "1I~ IIoeIt Q7, .... N'f, oE ~ I6Ua a.aor:dll d 1fom:oe Ccnmt::lr.. l"1od.d&. Doclt 1764957 Bk~ 2438 Pga 206 "EXHIBIT B'I ,is Tl~",r',lIT!epr r'~~pv "(', . 'in,"'L( j I''" <Ii!: l-'ct j.;Jl. r , f.'.dr;']. t. dlJTlf~N, ~:S~. ;;': 331] ;"" fic<o (.' !:llG: Cr:u'lly c. Ho., '026 .' ~ Doctt 1764957 Bka 2438 Pgtt 207 ') \;Jest. 1"L 1041--.1 mr, A[:.n'"c'y .4.M!LNDMK!\!T NO.1 TO GHOUND LEAsr GVf1~RSRAS REn~.:VELOPMli:.N'l'COMrANY. i . . { ~1 THlS AMEND]\'IENT NO.1 TO GROUND LEASE is entered this 1511. delj of April, 20U9, by and between MONROL COUNTY ("Lessor") and OVERSEAS i.~RIJEVELOPMEN'1 COMP A)\'ry, LLC ("Lessee"). WHE.REAS, on September 20,2006, the parties entcreo into a gJ'(1und lease for real property located 011 Stocl< I.sland, Monroe County, Florida, at Block 38, George L. McDonald's Plal, as recorded in Plat Book l, Page 55, and a p0l1ion of the adjacent First Avenue as previously abandoned, as recorded in the Official Records of Monroe County, Florida, ut Book 53'1, page 937; and WHEREAS, the ground lease provided for the Lessee to construct 49 Affordable Housing Units; and WHEREAS, the parties have detemlined that it is in the best interests of both to clarify certain terms and modify other tenus of said agreement; now therefore, IN CONSIDERATION OF THE COVENANTS AND PROMISES contained herein, the parties agree as follows: 1. The Ground Lease entered between the parties on September 20,2006, shall be amended as follows; A. The definition of "Affordable Restrictions" in Article I shall be amended to read: "Affordable Restrictions" shall mean the affordable or employee housing regulations as set forth in Chapter 9.5 and any other applicable sections of the Monroe County Land Development Regulations or County Code, as, hereinafter amended, except that in no event shall the Lessor materially and adversely alter the obligations or~rights of Lessee under this Lease or decrease the lawfully permissible sales price or rental rate for an AtTordable Housing Unit to less than the specified sales price or rental rates for moderate income housing as set forth in the Land Development Regulations in effect at the time of execution of this Lease where the effect upon an owner/Sublessee/mortgagee would be to divest such person or entity of value upon which such person reasonably and fairly relied to their detriment. The substance of the Affordable Restrictions may be freely amended in the Lessor's legislative discretion, particularly with respect to administrative, monitoring and enforcement mechanisms, but any such amendment shall not materially diminish the lawfully established and equitably vested resale value or the reasonable aiienability of "home-ownership" Affordable Housing Units, or in the case of rental-only units or projects, shall not materially and adversely diminish or interfere with the Lessee's substantive benefits conferred under this Lease or any of its non-administrative tenus. However, Lessor may restrict Affordable Housing Unit resales and rentals to use as "Employee Housing" as defined in ORC, LLC Amend, 1 ~ ::J:'"tlO o ... " z~n ;:tImn oCl. rtll1<'!:j (l;;1;l,l> oll> IS CO U) ZO D:l -I' U) -<g. Q.. tsl 0.... (Jl :D:J ...... Zotsl Z....U1 -<......... ....N .OG . .... lSl ll>(D ".... 0;;1;1 .11 %:0... :DO .. CI'N mO'.... l/I"'D D3 .., l tDC ~D srn II N ~..... ......... ....."" C5l Ul "'UCJQ !QUI :a: ... N ..... N DoelS 1764957 Bk~ 2438 Pg~ 208 tIF:.'; Or)) ~irl:J,: 1(cslrlc:tioIl3, <1:-. dlllen~'h"d Itolll tiJl!c to time ([hol-Wil nc)t m conilicf wiJi LlI1TC! equirenlCllis), T,,1Jn~mleJ, !_l:[;:-:or may ('stabl~sL ;1t its Aflordahk H,'SI! lctiOllS "means' /,;- "assds" cllteri,\ 1)13: Jillltt potcnlil1! h.!Yt,jr or rewa! p0oll:i. Any such mnr~ndl11el1t shall not increase Tnitial Lcs;:,ec's responsibiljli~s 3S set 10rth herem. It is the intent ;,Iud PUlvose and shuJ! Gc the effect of thl'; Lease and any Affordable Restliclions to cnSLlre ih<lt the affo! dabil ity n F Affontable Ho\!smg Units and dedlcated real propei ty upon which they are. located is maintailled and entorced 0dC!l that any adl111ni strati \Ie rule, policy or in1el1)retation thereof, made' by Lessor or its designees refaling to the maximum lotal amounl of consideration and cost permitted to be in allY way involved in a purchase or rental transaction (inclLlding but 110t limited to purchase price;, lease assignment fees, rents or any other compensation given or received in or "outside" of a related transaction) shall never exceed the affordability criteria reasonably established by MOlU'oe County for the dwelling units involved, In every case, the construction and interpretation of tenns, conditions and restrictions imposed by this Lease and the Affordability Restrictions shall be made in favor of ensuring that long telm affordability benefits for the respective housing resources inure to the benefit of MOJU'oe County, its economy and its community character. In all cases of conflict between local and federal LIHTC rental, tenant eligibility and other guidelines, Lessee shall be entitled to adhere to governing federal (LIHTC) requirements without being deemed in breach of this Lease or the Affordable Restrictions, B. The definition of ""Project" in Article I shall be amended to read: "Project" shall mean the required development of the Demised Premises, primarily the required construction of 49 Affordable Housing Units for sale or rent at affordable rates, but also including related infrastructure, securing of required development approvals and permits, financing for the construction of the Affordable Housing Units, marketing/renting of the AffordabLe Housing Units and creation of any required governing Association. c. Section 6,01 shall be amended to read: Section 6.01 Lessee's Obligations. As additional Rent, and from the effective date to the commencement date, the Lessee shall pay and discharge, as they become due, promptly and before delinquency, all taxes, assessments, water and sewer rents, rates and charges, transit taxes, charges for public utilities, excises, levies, licenses and permit fees and other govemmental charges, general and special, ordinary and extraordinary, unforeseen and foreseen, of any kind and nature whatsoever, which at any time during the Term of this Lease may be assessed, levied, confirmed, imposed upon, or grow or become due and payable out of or in respect of, or become a lien on, the D~ised Premises, or otherwise arise out of the revenues received by the Lessee from the sale or rental of the Affordable Housing Units to Sub lessees, or be associated with any document (to which the Lessee is a party) creating or transferring an interest or estate in the Demised Premises. With regard to special assessments, if the right is given to pay either in one sum or in installments, Lessee may elect either mode of payment and Lessee's election ORC, LLC Amend. I 2 -.t cue, ~t) :QOnIt N "..... .... ..... ,... .I:> IS) Ul -cm I.D U) :tt .... N .... W ,slwli \1: hiudilJ;', ',J, Les,<;()) , Doe" 1764957 Bka 2438Pgn 209 I', The frl'si p()ral~J,q,il ,-,(Section 9.01 ;:f':JJl Le <lJllenJed [\l red SCCtiQIl Y.GI Indemnifieatioll bv Lessee. ])oring the Tenn u~. nle Lease and during the period fr01l1 the Effective Date to the Commencement Date, during wlHch Lessee sha]] be cutitle.cI nnd Ob!11::.,tcd to mai.lltuill Bile control of and ir:sLlrance for the Demised Premises Jar construction of lhe Affol'd[1hle HOl1sillg UniLs, Lessee \Vii] indemnify, defend and save harmlcfS the Lessor against any find all claims, debls, demands or obligations which may be made against the Lessor or against Ule Lessor's title in the Demised Premises, arising out oj~ or in connection with, or in any way related to the Demitied Premises, except to the extent such claims may be caused by the gross negligence or intentional misconduct of the Lessor (or its agents or employees in the conduct of work for or at the direction of the Lessor) with respect only to any duty or obligation Lessor expressly assumes with respect to any pOliion of the Demised Premises, none of which duties and obligations are so assumed herein. If it becomes necessary for the Lessor to respond to any claim, demand or unanticipated matter or to defend any action seeking to impose any such liability, the Lessee will pay the Lessor all costs of court and reasonable attorneys' fees incurred by the Lessor in effecting and preparing for such response or defense in addition to any other reasonable sums which the Lessor may be called upon to pay by reason of the entry of a judgment against the Lessor in any proceeding in which such claim is asserted. E. Section 14.01(a) shall be amended to read, effective as of the date of this Amendment No.1: (a) Initial Lessee shall renew the building permits for the 49 Affordable Housing Units no later than November 30,2009. For any reason of omission by Lessee which results in the building pennits not being issued by November 30,2009, a notice of default shall be. issued by Lessor to the Lessee and the Mortgagee, after which notice the Lessee and Mortgagee,~'individual1y or jointly, have sixty (60) days within which to cure the default. If the building pelmits have not been issued by November 30, 2009, due to omission of Lessor, this Lease shall be amended a time commensurate with said omission. The Projects shall be substantially completed no later than November 30,2010, unless there occurs a default which is cured or an extension is granted, in either case the November 30, 2010 date for substantial completion shall be extended by the amount of time of the cure or extension in the issuance of the building permits. Substantial completion shall mean either that (i) certificates of occupancy have been issued for at least 37 of the Affordable Housing Units or that the Lessee, at Lessee's expense, produces a certificate of 75% completion of the Project, which certification shall be executed by a certified professional appraiser. If the Project is not at least 75% complete at the required substantial completion date, a notice of default shall be issued by Lessor to the ORC, LLC Amend. ] 3 *' 010 ~o %1:0 n N ""..... .., ..,J ......,. G) to -01)) lOW n .... N .... ~ OVERSEAS REDEVELOPMENT COMPANY, LLC ~ES_L~ I , anager Ooclt 1764957 Bk~ 2438 PgA 210 Lel;SCC illld the fvlvrlljo.3u', dler 'Nbc;' lFltJ"':: the Lc.ssee find Mi1l1g"i.:,c.r, indivic1aally or JOi'1tiy, b,lve ~:J:()' (60) dL~YS \\'ithl:l which 10 ('urA the flefault. lL ihe r.v/,;nl ibe h'01tC1 iF. more HU\l1 750(, complete but less than [O()% completer! by N{.vtmber 30,2010, lhe Lessee shall have an additiollal two months, until January 31,201 J, to complete tbe constrncj!ol1 of the proje(~ Failure to have cCltific:=ttGS of occupancy JIJ!" all 49 ullits [1)1 January 31, 2011, unless the date is adjusted pursuant to provisions of this section, shall constitute a default, which shall J'cquirr. notice to the Les:~ce aurl Mortgagee with 60 days to cure tlll' default, jointly or individually. The foregoing limitations or time for Project progreSf.lOn may be extended by written agreement of the Parties. F. Section 14.03 shaH be amended by adding the following sentence: Economic conditions, or the state of the local, state or national economy do not constitute forced delay which requires extension for perfonnance of any provisions of this agreement. Lessee acknowledges that in the event that tax credit financing is not obtained, other financing of the Project shall be required in order to timely complete the Project. G. Section 20.14 shall be amended by adding the following sentence: Economic conditions or the inability to obtain financing do not constitute a force majeure for which an extension is required under this paragraph. 2, All other provisions of the ground lease agreement entered the 20th day of September, 2006, not inconsistent herewith, shall remain in full force and effect. J'~..L;,"~~'.;.~s:':~. . . ""'., "mWJr~ss WHEREOF, the Lessor and Lessee have hereunto set their hands and seal, /;./,:.;\~."5i~.4fl~.Of April, 2009. .' ",..., \ .' e. <. f., .._ 'f, ~ :"'~~~~' _\j~ :~"~. 11" .!" "t (.Q ~b'v' . ...... - ....~..f::" '-:;":'.):' '~ ~_t " . .........:'.. -b.">"'.' l\;flCh-r..',Tj., vOLHAGE ":,,\j.".)'l?01'~:;l'" ~ .:.;<~~;~'E ,~'>~i.-d.';::"" . . .....,.~"'" '..' '-:'~i;''''"''Deputy Clerk MONROE COUNTY OFFICIAL RECORDS - kZ ORC, LLC Amend. 1 4 * mCl :;O;-C II fl :0: N .I:lol-' ....-.1 ~..,. ISl (D ""lJ()) ~(/) It .... N ... UI LEASE BETWEEN MONROE COUNTY ~'LESSOR~~ AND Doell 1764957 Bk" 2438 Pg~ 211 OVERSEAS REDEVELOPMENT COMPANY,LLC "LESSEE" DATED SEPTEMBER 20, 2006 Dod 1764957 Bkrt 2438 PglI 212 Table of Contents Article Title Page No. I Definitions 3 II Demised Premises 6 III Term 7 IV Rent 7 V Non-Subordination 8 VI Payment of Taxes 9 VII Mechanics' Liens 11 VIII Governing Law, Cumulative Remedies 12 IX Indemnification of Lessor 13 X Insurance 1.4 XI Insurance Premiums 18 XII Assignment 18 XIII Condemnation 25 XIV Construction 26 XV Mortgage Financing 28 XVI Default 33 XVII Repair Obligations 35 XVIII Additional Covenants of Lessee, Lessor 36 XIX Representations, Warranties of Title and Quiet 38 Enjoyment XX Miscellaneous 38 Page 2 of 52 Doc.. 1764957 Bk~ 2438 Pg~ 213 GROUND I,F.ASEAGREEMENT _ -.J. ~ THIS LEASE made and entered into in Key West, Monroe County, Florida, on this &Q:.: day of S... r-\ ~ 'rf'\b4.. ( , 2006, by and between MONROE COUN1Y (referred to as the "Lessor; an OVERSEAS REDEVELOPMENT COMPANY, LLC (referred to as the "Lessee"). RECITAlS WHEREAS, Lessor is the owner in fee simple of the property located at . Monroe County, Florida, and more particularly described on the attached Exhibit "A" (hereinafter i'Property"); and, WHEREAS, it is Lessor's intent that the Property be developed to provide affordable housing for Monroe County; and, WHEREAS, Lessee desires to develop the Property and build and sell at least forty- nine (49) affordable housing units (provided allowed by County regulations and hereinafter the "Affordable Housing Units"), and Initial Lessee may rent/lease any Units not sold to qualified owner-occupants; and, WHEREAS, in orderto preserve the affordability of the Units to be developed on the Property, Lessor desires to lease the Property to Lessee for ninety-nine (99) years, subject to the Affordable Restrictions as set forth and further defined herein; and, NOW THEREFORE, in consideration of the mutual covenants and obligations conta.ined herein, and in any contemporaneous Related Agreements between the parties, the receipt and sufficiency of which are hereby acknowledged, the parties agree as fonows: ARTICLE I Definitions Ie Affordable Housing Unit" shall mean a residential housing unit that meets the moderate or lesser income requirements set forth in Chapter 9.5 and any other applicable sections of the Monroe County Land Development Regulations, as may be amended from time to time without limitation of Lessor's complete legislative prerogatives, said restrictions to encumber the Property for a term of ninety-nine (99) years. "Affordable Restrictions" shall mean the affordable or employee housing regulations as set forth in Chapter 9.5 and any other applicable sections of the Monroe County Land Development Regulations or County Code, as hereinafter amended, except that in no event shall the Lessor decrease the lawfully permissible sales price for an Affordable Housing Unit to less than the specified sales price for moderate income housing as set forth in the Land Page 3 of 52 Doe" 1764957 Bk~ 2438 Pga 214 Development Regulations in effect at the time of execution of this Lease where the effect upon an owner jSublesseejmortgagee would be to divest such person or entity of value upon which such person reasonably and fairly relied to their detriment. The substance of the Affordable Restrictions may be freely amended in the Lessor's legislative discretion, particularly with respect to administrative, monitoring and enforcement mechanisms, but any such amendment shall not materially diminish the lawfully established and equitably vested resale value or the reasonable alienability of an Affordable Housing Unit. However, Lessor may restrict Affordable Housing Unit resales and rentals to use as "Employee Housing" as defined in the Affordable Restrictions, as amended from time to time. Moreover, Lessor may establish in its Affordable Restrictions "means" or "assets" criteria that limit potential buyer or rental pools. Any such amendment shall not increase Initial Lessee's responsibilities as set forth herein. It is the intent and purpose and shall be the effect of this Lease and any Affordable Restrictions to ensure tbat the affordability of Affordable Housing Units and dedicated real property upon which they are located is maintained and enforced such that any administrative role, policy or interpretation thereOf, made by Lessor or its designees relating to the maximum total amount of consideration and cost permitted to be in any way involved in a purchase or rental transaction (including but not limited to purchase price, lease assignment fees, rents or any other compensation given or received in or "outside" of a related transaction) shall never exceed the affordability criteria reasonably established by Monroe County for the dwelling units involved. In every case, the construction and interpretation of terms, conditions and restrictions imposed by this Lease and the Affordability Restrictions shall be made in favor of an interpretation that ensures long term affordability benefits for the respective housing resources inure to the benefit of Monroe County, its economy and its community character. "Association" shall mean the condominium, homeowners or similar community association customarily used in planned developments (including any contemplated herein) to manage certain aspects of community or planned development living (e.g., infrastmcture management, rules and regulations, enforcement mechanisms and recreational facilitiec;). "Commencement Date" shall mean the date when Initial Lessee receives a Certificate of Occupancy for the first Affordable Housing Unit. "Demised Premises" shall mean the property leased pursuant to this Lease for development of the Affordable Housing Units. The Demised Premises is legally described on attached Exhibit "A" and depicted on attached Exhibit "'B". Demised Premises, where the context requires and the construction is most appropriate, shall also mean portions of the Demised Premises and any improvements erected thereon. "Effective Date" shall mean the date this Lease is fully executed and delivered by all parties and the date that the Lessee shall be entitled to begin to occupy the Demised Premises for purposes of development and construction of the Project. "Initial Lessee" means OVERSEAS REDEVEWPMENT COMPANY, LLC, developer of the Affordable Housing Units. Page 4 of 52 Docl:l 1164957 Bkn 2438 Pgn 215 "Lease" shall mean this lease for the creation of the Affordable Housing Units on the Demised Premises, as may be amended from time to time by the parties. It is expressly contemplated and intended by Lessor, as fee title holder to the Demised Premises, that any limitations, restrictions and/or other covenants of any nature, whether established pursuant to this Lease or by the Affordable Restrictions, be given the full force and effect of enforceable covenants running with the land, equitable servitudes and all other cognizable legal and equitable real property conventions so as to ensure the overall public affordable housing purposes intended to be served, including appropriate application of cumulative enforcement theories. "Lease Year" shall mean the twelve (12) month period beginning on the Commencement Date and each twelve (12) month period thereafter throughout the Tenn of this Lease. "Lessor" means MONROE COUNTY, or its assigns or designees. Lessor as used herein and where the context requires, shall mean an agency or party designated by the Lessor, by written notice to all parties, to administer or enforce some or any portion of the provisions of this Lease or the Affordable Restrictions. .'Lessee" means the Initial Lessee and its successors and assigns, including the Association created by Initial Lessee for the Unit owners/tenants, as well as the individual Unit owners/tenants. "Project" shall mean the required development of the Demised Premises, primarily the required construction of Affordable Housing Units as set forth in Article XIV, but also including related infrastructure, securing of required development approvals and pennits, financing for the construction of the Affordable Housing Units, marketing of the Affordable Housing Units and creation of any required governing Association. "Related Agreements" shall mean any purchase and sale or other agreement entered into with Monroe County contemporaneously and in conjunction with this Lease and which is recorded. Related Agreements made to apply to this Lease are set forth in Exhibit F. "Rent" shall mean any sum of money due to the Lessor under this Lease for any reason. The term Rent as used herein, should not be misconstrued to preclude definition and distinguishing of rent, rental rates and other such other terms as may be provided for in Subleases and/or the Affordable Restrictions. "Sale" and Sell" as used herein shall be broadly and liberally construed so as to encompass, where contextually appropriate, any ground subleasing, sale, grant, assignment or other conveyance of an interest in any portion of the Demised Premises authorized pursuantto this Lease, but excluding any rental of an Affordable Housing Unit (which may be more particularly discussed herein or in the Affordable Restrictions) and any security, mortgage, note or other interest of a form and type customarily used with purchase money or home equity loans. "Sublease" shan mean any combination of instruments that grant, convey or otherwise transfer a possessory use and/or title interest to any portion of the Demised Page 5 of 52 Doca 1764957 Bka 2438 Pga 216 Premises, but excluding rental of an Affordable Housing Unit (which may be more particularly discussed herein orin the Affordable Restrictions) and any security, mortgage, note or other interest of a form and type customarily used with purchase money or home equity loans. The title or exact nomenclature used to descn"be such instruments may vary to suit particular circumstances and shall lie within Initial Lessee's reasonable discretion and still remain within the meaning herein intended (e.g., a "deed ofimprovements" may in a given context be construed as an effective sublease for purposes herein). It is intended that the term Sublease encompasses such instruments that effectuate qualified end-user. title, possession and/or use of Affordable Housing Units developed on the Demised Premises. A Sublease. as used herein. regardless of final form and substance. must be approved by the Lessor, which approval shall not be unreasonably withheld. "Sublessee" or "Owner" shall be broadly and IiberaUy construed so as to mean an individual Affordable Housing Unit owner or tenant who. as of the EffectiVe Date, would qualify for "Employee Housing'l as defined under Chapter 9.5 of the Monroe County Code and who is gainfully employed in. and derives at least seventy percent (70%) of theirinoome from, Monroe County from the time of their purchase (or rental as may be provided for or allowed by this Lease) of an Affordable Housing Unit. Additionally, except as may be otherwise permitted by this Lease, in order to remain eligible to retain ownership of and to reside in their Affordable Housing Unit into retirement, in addition to complying with any otherwise applicable provisions in the Mordable Restrictions, purchasers of all Affordable Housing Units must for the five (S) years immediately following their purchase continue to earn at least seventy percent (70%) of their family income from gainful employment within the County. "Term" shall mean the Commencement Date, and continuing for ninety-nine (99) years thereafter, plus any agreed upon extension of this Lease, and unless otherwise permitted by Lessor, all Subleases and rights or interests granted thereunder shall terminate at the end of the Tenn. ARTICLE II Demised Premises Section 2.01 Lessor's Demise. Upon the terms and conditions hereinafter set forth, and in consideration of the payment of the Rents and the prompt and full performance by the Initial Lessee of these covenants and the terms and conditions of any Related Agreements, to be kept and performed by the Initial Lessee, the Lessor does lease, let, and demise to the Initial Lessee and the Initial lessee hereby leases from the Lessor, the following described premises. situate, lying and being in Monroe County, Florida: See Attached Exhibits "A" and "B" Section 2.02 Conditionjl. The demise is likewise made subject to the following: Page 6 of 52 Doct:t 1764957 Bk~ 2438 Pg" 217 record; (a) Conditions, restrictions and limitations, if any, now appearing of (b) Zoning ordinances of the County of Monroe, State of F1orida, and any other applicable governmental body now existing or which may hereafter exist by reason of any legal authority during the Term of this Lease; and (e) The proper perfonnance by the Lessee of all of the terms and conditions contained in this Lease, the Affordable Restrictions and any Related Agreements. ARTICLE III Term Section 3.01 Term. To have and to hold the Demised Premises for a term of ninety- nine (99) years commencing on the Commencement Date, and ending ninety-nine (99) years thereafter, both dates inclusive, unless soonertenninated, or extended, as hereinafter provided (the "Termination Date"). Lessee shall be given possession on the Effective Date and the tenns and conditions set forth herein shall be binding on the parties as of the Effective Date. Lessee shall have the right to occupy the Demised Premises as of the Effective Date in order to allow Lessee to commence construction, as well as other activities related to the development and construction of the Project. A1J herein set forth, the Term will not commence until the first Affordable Housing Unlt is completed and a certificate of occupancy has been issued for said first Affordable Housing Unit, said date to be evidenced by the Commencement Date Agreement that the parties will execute in substantially the same form as that set forth in Exlu'bit C hereto, upon completion of construction. ARTICLE IV Rmt Section 4.01 Annual Base Rent. Lessee covenants and agrees to pay to Lessor promptly when due, without notice or deD!.and, and without deduction or offset, Annual Base Rent throughout the Term of this Lease beginning on the Commencement Date, in the amount ofTen Dollars ($10.00) per Lease Year or partial Lease Year. Lessee shall pay to Landlord said Annual Base Rent on the first day ofthe second month of each Lease Year throughout the term of this Lease, provided that upon transfer of control of the Association by Initial Lessee, Lessor agrees to provide written notice of the Annual Base Rent to the Association at least ten (10) business days prior to said Rent being due, which notice may be in the form of a single schedule of all rental due dates under the Term of the Lease duly recorded in the Public Records of Monroe County, Florida, with a copy of such schedule provided to the Lessee and Association. The fonn of such notice may be similar to that in Exhibit D, hereto. Page 7 of 52 Ood 1764957 BkU 2438 Pga 218 Section 4.02. All amounts payable under Section 4.01 hereof, as well as all other amounts payable by Lessee to Lessor under the terms of this Lease, shall be payable in lawful money of the United States which shall be legal tender in payment of all debts and dues> public and private, at the time of payment, each payment to be paid to Lessor at the address set forth herein or at such other place within the continental limits of the United States as Lessor shall from time to time designate by notice to Lessee. Except for any income tax payable by the Lessor, Lessee shall pay any and all taxes, including any local surcharge or other tax, on the Rent payable pursuant to this Lease in addition to the sums otherwise set forth herein. Section 4.03. It is intended that the Rent shall be absolutely net to Lessor throughout the Tenn, free of any taxes, costs, utilities, insurance expenses, liabilities, charges or other deductions whatsoever, with respect to the Demised Premises and/or the ownership, leaSing, operation, maintenance, repair, rebuilding, use or occupation thereof. Section 4.o~ All amounts payable by Lessee to Lessor under any of the provisions of this Lease, if not paid when due as provided for in this Lease, shall bear interest at the highest rate allowable under Florida law from the time they become due until paid in full by Lessee. In addition, Lessee shall pay a late fee in the amount of ten (10%) percent of any amount due from Lessee to Lessor which is not paid within ten (10) days of the payment due date for any sums due for Rent and within thirty (30) days for any other sums duefrom Lessee pursuant to this Lease; provided, however, such payment shall not excuse or cure any default by Lessee under this Lease. It is agreed by the parties hereto that Lessee shall reimburse Lessor for collection charges incurred as a result of the overdue Rent which may include but shall not be limited to related attorneys' fees, regardless of whether suit is brought. Such late fee shall be in addition to any interest payable by Lessee as set forth herein from Lessee's failure to pay any Rent due hereunder. In the event that any check, bank draft, order for payment or negotiable instrument given to Lessor for any payment under this Lease shall be dishonored for any reason whatsoever not attributable to Lessor, Lessor shall be entitled to charge Lessee an administrative charge of Fifty Dollars ($50.00). In addition, Lessor shall be reimbursed by Lessee for any costs incurred by Lessor as a result of said instrument being dishonored. ARTI~LE V Non-Subordination Section $.01 ~on.Subordination. Notwithstanding anything to the contrary contained in this Lease, the fee simple interest in the Demised Premises shall not be subordinated to any leasehold mortgage, lien or encumbrance of any nature. Furthermore, the Lessor's right to receive payment or performance under the terms of this Lease or adherence to any of its conditions Of to the Affordable Restrictions (or performance under or adherence to the tenus of any Sublease or related instrument) shall not be subordinated to any debt or equity financing, leasehold mortgage, lien, encumbrance or obligation of any nature whatsoever. Page 8 of 52 ARTICLE VI Dod 17649!57 SkU 2438 PgU 219 Payment of Taxes and Utilities Section 6.01 Lessee's Obligations. As additional Rent, the Lessee shall pay and discharge, as they become due, promptly and before delinquency, all taxes, assessments, water and sewer rents, rates and charges, transit taxes, charges for public utilities, excises, levies, licenses and permit fees and other governmental charges, general and special, ordinary and extraordinaxy, unforeseen and foreseen, of any kind and nature whatsoever, which at any time during the Term of this Lease may be assessed, levied, confirmed, imposed upon, or grow or become due and payable out of or in respect of, or become a lien on, the Demised Premises, or otherwise arise out of the revenues received by the Lessee from the sale of the Affordable Housing Units to Sublessees, or be associated with any document (to which the Lessee is a party) creating or transferring an interest or estate in the Demised Premises. With regard to special assessments, if the right is given to pay either in one sum or in installments, Lessee may elect either mode of payment and Lessee's election shall be binding on Lessor. Section 6.02 Sublessee's ObliJations. As additional Rent, any Sublessee shall pay and discharge, as they become due, promptly and before delinquency, all taxes, assessments, water and sewer rents, rates and charges, transit taxes, charges for public utUities, excises, levies, licenses and permit fees and other governmental charges, general and special, ordinary and extraordinary, unforeseen and foreseen, of any kind and nature whatsoever, which at any time during the term of this Lease may be assessed, levied, confirmed, imposed upon, or grow or become due and payable out of or in respect of, or become a lien on, the Sublessee's interest in the Demised Premises, or otherwise arise out of the revenue received by Sublessee from the sale of their Affordable Housing Unit, or be associated with any document (to which the Sublessee is a party) creating or transfening an interest or estate in the respective portion of the Demised Premises. Section 6.0~ Obligations Altered. Nothing herein shall require the Lessee to pay municipal, state, or federal income taxes assessed against the Lessor, municipal, state, or' federal capital levy, estate, gift, succession, inheritance or transfer taxes of the Lessor, or Lessor's legal representative, corporate franchise taxes imposed upon any corporate owner of the fee of the Demised Premises; provided, however, that if at anytime during the term of this Lease the methods of taxation prevailing at the commencement of the term hereof shall be altered so as to cause thewhole or any part of the taxes, assessments, levies, impositions or charges now leviedt assessed and imposed, wholly or partially as a capital levyt or otherwise, on the rents received therefrom, or of any tax, corporation franchise tax, assessments, levy (including, but not limited to any municipal, state or federal levy), imposition or charge, or any part thereof, shall be measured by or based in whole or in part upon the Demised Premises and shall be imposed npon the Lessor, then all such taxes, assessments, levies, impositions or charges, or the part thereof so measured or based, shall be paid and discharged by the Lessee. All rebates on account of any taxes, rates, levies, Page 9 of 52 Docll 1764957 Bk~ 2438 Pg~ 220 charges or assessments required to be paid shall belong to Lessee. Section 6.04 Mode of Payment. The Lessee (and any Sublessee, as to their specific interests in the Demised Premises) shall pay the taxes and other charges as enumerated in this Article VI and shall deliver official receipts evidencing such payment to the Lessor (Sublessees shall only deliver receipts as may be required by the Affordable Restrictions), which payment of taxes shall be made and the receipts delivered, at least thirty (30) days before the tax, itself, would become delinquent in accordance with the law then in force governing the payment of such tax or taxes. If, however, the Lessee desires to contest the validity of any tax or tax claim, the Lessee may do so without being in default hereunder, provided the Lessee gives the Lessor notice of the Lessee's intention to do so and furnishes the Lessor or the applicable governmental agency with a bond with a surety made by a surety company qualified to do business in the State of Florida or pays cash to a recognized escrow agent in Monroe County, one and one half (tl12) times the amount ofthe tax item or items intended to be contested, conditioned to pay such tax or tax items when the validity thereof shall have been determined. and which written notice and bond or equivalent cash shaU be given by the Lessee to the Lessor, not later than sixty (60) days before the tax item or items proposed to be contested would otherwise become delinquent. Section 6.0fi Lessee's Default. If the Lessee shall fail, refuse or neglect to make any of the payments required in this Article, then the Lessor may, but shall not be required to, pay the same and the amount or amounts of money so paid, including reasonable attorneys' fees and expenses which might be reasonably incurred because of or in connection with such payments, together with interest on all such amounts, at the highest rate allowed by law shall be repaid by the Lessee to the Lessor, upon the demand of the Lessor, and the payment thereof may be collected or enforced by the Lessor in the same manner as though such amount were an installment of Rent specifically required by the terms of this Lease to be paid by the Lessee to the Lessor, upon the day when the Lessor demands repayment thereof or reimbursement therefor of and from the Lessee; but the election of the Lessorto pay such taxes shall not waive the default tbus committed by the Lessee. Notwithstanding the foregoing, Lessee shall have the right to contest any taxes and assessments levied against Lessee; and provided Lessee files the appropriate documentation to contest said tax or assessment, Lessee shall not be in default of this Lease or obligated to pay any interest or other penalties to Lessor. Nothing herein shall be construed to prevent or "inhibit the ' assesgment measures and collection remedi~ lawfully available to any taxing authority. Section 6.06 Sublessee's Default. If a Sublessee shall fail, refuse or neglect to make any of the payments required in this Artic1et then the Lessor may, but shall not be required to, pay the same, and the amount or amounts of money so paid, including reasonable attorneys' fees and expenses which might be reasonably incurred because of or in connection with such payments, together with interest on all such amounts, at the highest rate allowed by law shall be repaid by the Sublessee to the Lessor, upon the demand of the Lessor, and the payment thereof may be collected or enforced by the Lessor in the same manner as though such amount were an installment of Rent specifically required by the terms of this Lease to be paid by the Sublessee to the Lessor, upon the day when 'the Lessor demands repayment thereof orreimbursement therefor of and from the Sublessee; but the Page 10 of 52 Cod 1764957 Bk" 2438 Pga 221 election of the Lessor to pay such taxes shall not waiv~ the default thus committed by the Sublessee. Notwithstanding the foregoingf Sublessee shall have the right to contest any taxes and assessments levied against Sublessee; and provided Sublessee files the appropriate documentation to contest said tax or assessment, Sublessee shall not be in default of this Lease or obligated to pay any interest Of other penalties to Lessor. Nothing herein shall be construed to prevent or inhibit the assessment measures and collection remedies lawfully available to any taxing authority. Section 6.07 Proration. The foregoing notwithstanding, the parties hereto understand and agree that the taxes for the first year (beginning on the Effective Date) and the last year of the Term shan be profated proportionately between the Lessor and the Lessee. Section 6.08 Aptlraiser to Respect Effect of Affordable RestrictiO.!l~. It is the intent ofthe parties that any appraisal of any portion of the Demised Premises for taxation, public assessment or utility service purposes fully reflect the effect oftbis Lease and the Affordable Restrictions on the lawfully realizable value of relevant portiones) appraised. ARTICLE VII Mechanic's Liens Section 7.01 No Lien. Neither the Lessee nor any Sublessee shallbave the power to subject the interest of the Lessor in the Demised Premises to any mechanic's or materialmen's lien of any kind. Section 7.02 Release of Lien. Neither the Lessee nor any Sublessee shall permit or suffer to be filed or claimed against the interest of the Lessor in the Demised Premises during the continuance of this Lease any lien or claim of any kind, and if such lien be claimed or filed, it shall be the duty of the Lessee, or the Sublessee, to which the lien or claim is attributable, within thirty (30) days after the Lessee or Sublessee shall have been given written notice of such a claim having been filed, or within thirty (30) days after the Lessor shall have been given written notice of such claim andshall have transmitted written notice of the receipt of such claim unto-the Lessee or Sublessee, as the case may be, (whichever thirty (30) day period expires earlier) to cause the respective portion of the Demised Premises to be released from such claim, either by payment or by the posting of bond or by the payment to a court of competent jurisdiction of the amount necessary to relieve and release the relevant portion of the Demised Premises from such claim, or in any other manner which, as a matter oflaw, will result, within such period of thirty (30) days, in releasing the Lessor and the title of the Lessor from such claim; and the Lessee covenants and agreesf with respect to any lien or claim attributable to it, within such period of thirty (30) days, so as to cause the affected portion of the Demised Premises and the Lessor"s interest therein to be released from the legal effect of such claim. Page 11 of 52 Doc" 1764957 Bk~ 2438 Pg~ 222 Section 7.0::1 Lessee's Default. If the Lessee shall fail, refuse, or neglect to perform its obligations as required in this Article, then the Lessor may, but shall not be required to, pay any sums required to cause the Demised Premises and the Lessor's interest therein to be released from the legal effect of such claim and the amount 01' amounts of money so paid, including reasonable attorneys' fees and expenses which might be reasonably incurred because of or in connection with such payments, together with interest on all such amounts at the highest rate allowed by law, shall be repaid by the Lessee to the Lessor, upon the demand ofthe Lessor, and the payment thereof may be collected or enforced by the Lessor in the same manner as though such amount were an installment of Rent specifically required by the terms of this Lease to be paid by the Lessee to the Lessor, upon the day when the Lessor demands repayment thereof or reimbursement therefor of and from the Lessee; but the election of tbe Lessor to pay such amount shall not waive the default thus committed by the Lessee. Section 7.04 Sublessee's Default. If the SUblessee shall fail, refuset or neglect to perform its obligations as required in this Article, then the Lessor may, but shall not be required to, pay any sums required to cause the Demised Premises and the Lessor's interest therein to be released from the legal effect of such claim and the amount or amounts of money so paid, including reasonable attorneys' fees and expenses which might be reasonably incurred because of or in connection with such payments, together with interest on all such amounts at the highest rate allowed by law, shall be repaid by the Sublessee to the Lessor, upon the demand of the Lessor. and the payment thereof may be collected or enforced by the Lessor in the same manner as though such amount were an installment of Rent specifically required by the tenns of this Lease to be paid by the Sublessee to the Lessor, upon the day when the Lessor demands repayment thereof or reimbursement therefor of and from the Sublessee; but the election of the Lessor to pay such amount shall not waive the default thus. committed by the Sublessee. ARTICLE VIII Governing Law. Cumulatiy~ Remedie& Section 8.01 Governing Law. All of the rights and remedies of the respective parties' relating to or arising under this instrument and any related documents shall be governed by and construed under the laws of the State olFlorida. Section 8.02 Cumulative Remedies. All rights and remedies accruing to the Lessor shall be assignable in whole or in part and be cumulative; that is, the Lessor may pursue such rights as the law and this Lease afford to it in whatever order the Lessor desires and the law permits. Lessor's resort to anyone remedy in advance of any other shall not result in waiver or compromise of any other remedy. Page 12 of 52 ARTICLE IX Doct:l 1764951 Bk~ 2438 Pg~ 223 Indemnification of Lessor Section Q.01 Indemnification by Lessee. During the Tenn of the Lease, Lessee win indemnify, defend and save harmless the Lessor against any and all claims, debts, demands or obligations which may be made against the Lessor or against the Lessor's title in the Demised Premises, arising out of, or in connection with, or in any way related to the Demised Premises, except to the extent such claims may be caused by the gross negligence or intentional misconduct of the Lessor (or its agents or employees in the conduct of work for or at the direction of the Lessor) and only with respect to any duty or obligation Lessor expressly assumes with respect to any portion of the Demised Premises, none of which duties and obligations are so assumed herein. If it becomes necessary for the Lessor to respond to any claim, demand or unanticipated matter or to defend any action seeking to impose any such liability, the Lessee will pay the Lessor all costs of court and reasonable attorneys' fees incurred by the Lessor in effecting and preparing for such response or defense in addition to any other reasonable sums which the Lessor may be called upon to pay by reason of the entry of a judgment against the Lessor in any proceeding in which such claim is asserted. Notwithstanding the foregoing, it is hereby acknowledged that, except as otherwise provided in Section 12.01, upon completion of the constrnction and sale or assignment of any portions of the Project in accordance with this Lease, Initial Lessee shall be released from any and all liability related to such transferred portions of the Demised Premises and the subsequent use thereof by the Sublessees, their employees, agents, contractors, guests or invitees, including without limitation any death, injury or damage to person or property in or about the transferred portions of the Demised Premises, except as otherwise set forth herein. However, this release shall not constitute a release or waiver of Lessor's rights, if any, or possible entitlement to insurance coverages required by this Lease. Lessor shall not be liable to Lessee, or to Lessee's assign~es or Sublessees or their employees, agents, contractors, guests or invitees for any death, injury or damage to person or property in, about or relating to the Demised Premises. Lessee, on its andits assignees', and their successors in interests' behalves, including any future Sublessees, or grantees or licensees of the Initial Lessee or the Association, or any guests, invitees or tenants of anyaf the foregoing, hereby assumes and covenants for its own and their own acceptance of sole responsibility and liability to all persons for death, injury or damage related to or arising from the ownership, possession, occupancy and for use of any portion of the Demised Premises, and also, for all such future occupants, owners, Lessees, Sublessees, tenants, guests, invitees and licensees, waives and releases forever aD claims, demands and causes of action against Lessor and its officers, employees, agents, successors, assigns, contractors and representatives for loss of life or injury to person or property, of whatever nature. Section 9.02 Insurance. On the Effective Date the Lessee shall cause to be written and put in full force and effect a policy or policies of insurance as noted in Article X insuring the Lessee against any and all claims and demands made by any person or persons Page 13 of 52 Doc" 1764951 Bka 2438 Pgl 224 whomsoever for death, injuries or damages received in connection with the possession, operation and maintenance of the Demised Premises. All such policies shall name the Lessee and the Lessor (and any lender holding a mortgage on the Demised Premises), as their respective interests may appear, as the persons insured by such policies. Any loss acljustment shall require the written consent of both the lessor and Lessee. Section Q.o::t PoliG,Y Limit Chang~~. The policy limits for the comprehensive liability insurance may be reviewed by Lessor every five (5) years and adjusted upward, if, in the reasonable discretion of Lessor such increase in coverage is prudent or if similar projects have begun to require greater insurance coverage. ARTICLE X Insurance Section 10.01 PrQpertY Insurance. From and after the Effective Date, the Lessee will keep insured any and all buildings and improvements upon the Demised Premises against alllos~ .or damage by fire, flood and windstorm, together with "all risks" "extended coverage, " whiCh said insurance will be maintained in an amount sufficient to prevent any party in interest from being or becoming a co-insurer on anypart of the risk, which amount shall not be less than the full Replacement Cost value of the relevant portions of the Demised Premises, and all of such policies of insurance shall include the name of the Lessor as an additional insured and shall fully protect both the Lessor and the Lessee as their rE$pective interests may appear. In the event of destruction of buildings or improvements byfire, flood, windstorm or other casualty for which insurance shall be payable and as often as such insurance money shall have been paid to the Lessor and the Lessee, said sums so paid shall be deposited in a joint account of the Lessor and the Lessee in a bank designated by the Lessee and located in the County in which the Demised Premises is located, and shall be made available to the Lessee for the construction or repair (including any modification to the improvements sought by the Lessee and approved in writing by the Lessor with Lessor's approval not unreasonably withheld), as the case may be, of any building or buildings damaged or destroyed by fire, flood, windstorm or other casualty for which insurance money shall be payable and shall be paid out by the Lessor and the Lessee from said joint account from time to time on the estimate of any reliable architect licensed in the State of Florida officially overseeing of such reconstruction and repair, certifying that the amount of such estimate is being applied to the payment of the reconstruction or repair and at a reasonable cost thereforj provided, however, that the total amount of money necessary for the reconstruction or repair of any building or buildings destroyed or damaged has been provided by the Lessee for such purpose and its application for such purpose assured. In the event of the destruction or damage of the improvements located on the Demised Premises, or any part thereof, and as often as any portion of said Demised Premises shall be destroyed or damaged by fire, flood, windstorm or other casualty, the Lessee shall, within fifteen (15) months from the date of such damage 01' destruction, rebuild and repair the same in such manner that the buildings or improvements so rebuilt Page 14 of 52 Doc~ 1764957 Bka 2438 Pg~ 225 and repaired, and the personal property so replaced orrepaired, shall be of the same or of a value higher than were the buildings or improvements and the personal property prior to such damage or destnIction, and Lessee shall diligently prosecute the reconstruction or repairs without delay and have the same rebuilt and ready for occupancy as soon as reasonably possible after the time when the loss or destruction occurred. The 15~month period for reconstruction shall be enlarged by delays caused without fault or neglect on the part of the Lessee, by act of God, strikes, lockouts, or other conditions (other than matters of refinancing the property) beyond the Lessee's control. Notwithstanding the foregoing, and only with respect to insurance proceeds, the provisions of any leasehold mortgage substantially comporting with customary institutional lending industty standards and the foregoing Lessor's interests shall control as to the use and disbursement of insurance funds for reconstruction of the improvements in the event of any casualty or damage to such improvements. While the Project, or any replacement thereof, is in the course of constrnction, and whenever appropriate while any alterations are in the course ofbeing made, the aforesaid fire and extended coverage insurance shall be carried by Lessee in builder's risk fonn written on a completed value basis. Notwithstanding anything to the contrary in the immediately preceding paragraph, in case of destruction of all of the improvements on the Demised Premises from any cause so as to make all Affordable Housing Units untenantable occurring during the last ten (10) years of the Term of this Lease, Lessee, if not then in default under this Lease and if there is no leasehold mortgage or other similar encumbrance on the Lessee~s interest in the Demised Premises, may elect to terminate this Lease by written notice to Lessor within thirty (30) days after the occurrence of the destruction. In the event this Lease has been assigned to the Association, the Association must obtain any necessary vote to terminate. In the event of termination, there shall be no obligation on tbe part of Lessee to restore or repair the improvements on the Demised Premises~ nor any right of the Lessee to receive any proceeds collected under any insurance policies covering the improvements. Iflessee elects not to terminate this Lease in the event of destruction during the last ten (10) years of this Lease, the proceeds of all insurance covering the improvements shall be made available to Lessee for repairs, and Lessee shall be obligated to repair as set forth above. 'Section 10.02 Commercial General Liability Insurance. The Initial Lessee and the Association (upon assignment to the Association) shall maintain Commercial General liability Insurance beginning on the Effective Date and continuing during the entire Tenn of this Lease. The Commercial General Liability Insurance shall cover those sources of liability which would be covered by the latest edition of tbe standard Commercial General Liability Coverage Form [ISO Form CG 00-01] as filed for use in Florida without the attachment of restrictive endorsements other than the elimination of medical payments and fire damage legal liability. General Aggregate $1,000,000 Products/Completed Operations $1,000,000 [coverage for one (1) year after project completion] Page 15 of 52 Doctl 1764957 Bktl 2438 Pg~ 226 Each Occurrence Contractual Liability $1,000,000 $1,000,000 Additional Named Insured: Lessor, or its assigns or designees, as from time to time designated by written notice to Lessee, shan be included as additional insureds for Commercial General Liability. Section 10.03 Environmental Impairment Responsibility. The Lessee and/or its contractors acknowledge that the performance of this Lease is, or may be, subject to Federal, State and local laws and regulations enacted for the purpose of protecting, preserving or restoring the environment. The Lessee shall, at the sole cost of the Lessee or its contractors, be responsible for full compliance with any such laws or regulations. Section 10.04 Other Insurance. Lessee shall maintain such other insurance and in such amounts as may from time to time be reasonably required by the Lessor against other insurable hazards which at the time are commonly insured against in the case of construction of buildings andj or in the case of premises similarly situated, due regard being or to be given to the location, construction, use and occupancy. In the event the lessee believes the Lessor's requirement for such additional insurance is unreasonable the reasonableness of Lessor's request shall be determined in accordance with the rules of the American Arbitration Association. Such determination as to the requirement of coverage and the proper and reasonable limits for such insurance then to be carried shall be binding on the parties and such insurance shall be carried with the limits as thus determined until such limits shall again be changed pursuant to the provisions of this Section. The expenses of such determination shall be borne equally by the parties. This procedure may only be requested on each five (5) year anniversary date of the Lease. Section 10.0~ Proceeds Payable to Mortgagee. If any mortgagee holding a mortgage created pursuant to the provisions of Article XV elects, in accordance with the tenns of such mortgage, to require that the proceeds of any casualty insurance be held by and paid out by th.~ mortgagee, then such payment may be made, ..but in such event, it shall still be obligatory upon the Lessee to create the complete fund with the leasehold mortgagee in the manner set forth in this Article to assure complete payment for the work of reconstruction and repair. Any mortgagee holding insurance proceeds shall require that such proceeds are properIy used to ensure repairs, but any mortgagee shall not be liable for misuse offunds by Sublessee or Lessee. Section 10.06 Damages: Insurance Proceeds: Joim Bank Account. Any excess of money received from insurance remaining in the joint bank account after the reconstruction or repair of such building or buildings, if the Lessee is not in default, shall be paid to the Lessee. In the case of the Lessee not entering into the reconstruction or repair of the building or buildings within a period of six (6) months from the date of payment of the loss, after damage or destruction occasio~ed by fire, windstorm, flood or other cause, and diligently prosecuting the same with such dispatch as may be necessary to complete the same in as short a period of time as is reasonable under the circumstances after the occurrence of such damage or destruction, then the amount so collected, or the balance Page 16 OfS2 CocCI 1164957 Bkn 2438 Pg~ 227 thereof remaining in the joint account, as the case may be, shall be paid to the Lessor and it will be atthe Lessoes option to tenninate the Lease, unless terminated by Lessee within the last ten (1O) years of the Lease as setfortb above, and retain such amount as liquidated and agreed upon damages resulting from the failure of the Lessee to promptly, within the time specified, complete such work of reconstruction and repair. Section 10.07 Direct Repayment. The foregoing notwithstanding, in the event the insurance proceeds are the sum of One Hundred Thousand and 00/100 Dollars ($100,000.00) or less, then such proceeds shall be paid directly to the Lessee without the necessity of creating the joint bank account, and Lessee shall use such funds to make the replacements or repairs. Lessee shall provide proof satisfactory to Lessor that repairs are completed as required within fifteen (15) months from the date of such damage or destruction, unless said period is enlarged by delays caused without fault or neglect on the part of the Lessee. Section 10.08 General Requirements. All insurance to be provided by Lessee under this Lease shall be effected under valid and enforceable policies in such forms, issued by insurers of recognized financial responsibllity qualified to do business in Florida which have been approved by Lessor, which approval shall not be unreasonably withheld. All policies of insurance provided for in this Article shall, to the extent obtainable, contain clauses or endorsements to the effect that (0 no act or negligence of Lessee or anyone acting for Lessee or for any Sublessee or occupant of the Demised Premises which might otherwise result in a forfeiture of such insurance or any part thereof shall in any way affect the validity or enforceability of such insurance insofar as Lessor, and that (ii) such policy of insurance shall not be changed or cancelled without at least thirty (30) days written notice to the Lessor, and that (iii) the Lessor shall not be liable for any premiums thereon or subject to any assessments thereunder. Section 1O.OQ Subsequent Lessees. Assignees. Sublessees and Grantees. Notwithstanding anything contained herein to the contrary, in the event the Association chooses not to obtain insurance coverage to protect against loss or damage by fire, flood and windstorm for the individual Affordable Housing Units and therefore does not charge the Sublessees for said coverage as part of the Association fees to be paid by the i~dividual Un~ Owners; then, in such event Sublessees shall secure the above-described insurance coverage for their individual Affordable Housing Units. Therefore. Lessor shall be entitled to require replacement cost and other customary and reasonable insurance coverage(s) at least but only to the full replacement value of any Sublessees' and/or any governing Association's insurable interest in the Demised Premises. Any parties who subsequently become holders of any title or possessory interest to a portion ofthe Demised Premises, shall upon request provide, in a fonn satisfactory to Lessor. proof of customary and reasonable insurance adequate and sufficient to cover and protect all interests of the Lessor as set forth in this Article X, at least to the extent and value of that subsequent interest holder's insurable interest. The same or similar procedures for the use and application of insurance proceeds as set forth above may be required for subsequent interest holders and the same remedies available to Lessor for Initial Lessee's failure to comply with such insurance requirements shall be available to Lessor with respect to any future interest holders. Future interest Page 17 of 52 Doell 1764957 BkN 2438 PglI 228 holders (including all Sublessees) shall name Lessor as an additional insured on any required insurance policies. _' ",", ,;1;,_, C_"!~~~',Y"~ ARTICLE XI Insurance Premiums Section 11.01 Insurance Premiums. The Lessee shall pay premiums for all of the insurance policies which the Lessee is obligated to earlY under tbe terms ofthis Lease. In the event Lessee fails to obtain and pay for the necessary insurance; Lessor shall have the right; but not the obligation, without notice to Lessee, to procure such insurance and/or pay the premiums of such insurance, in which case Lessee shall repay Lessor immediately upon demand by Lessor as additional Rent. The Lessor shall have the same rights and remedies with respect to procurement of such insurance and/or payment of such insurance premiums in the event a future subsequent partial interest holder (e.g., Sublessee, Association) fails to obtain and pay for the necessary insurance. ARTICLE XII Assignment/Transfer Section 12.01 Assiplment Qy Initial Lessee. Without the written consent of Lessor, Initial Lessee shall not assign or sublet any portion of the Demised Premises, or change management of the Demised Premises, except as otherwise provided herein. Notwithstanding the foregoing, Lessor acknowledges and agrees that tbe Affordable Housing Units are to be developed as units for sale or rent to moderate or lesser income qualified third parties, as defined in the Affordable Restrictions. Therefore, the Affordable Housing Units may be sold, rented and occupied without the Initial Lessee obtaining consent from Lessor for such sale/subletting; provided that Initial Lessee sball foUowthe guidelines set forth herein. In the event an Mordable Housing Unit is to be rented to a qualified third party by Initial Lessee, said Unit shall only berented at rates allowable under, the Affordable Restrictions for moderate or lesser income qualified third parties. Additionally, in the event Initial Lessee retajps ownership of Affordable Housing Units for rental purposes, Initial Lessee shall have the right to assign its duties as property manager for said Units to a third party without obtaining consent from Lessor. Furthermore, Lessor hereby agrees that in the event Initial Lessee elects not to sell all of the Affordable Housing Units to separate qualified individuals, then in such event; Initial Lessee shall he authorized to sell the remaining unsold Units in bulk (no fewer than three (3) Unit blocks, unless otherwise agreed by lessor) at prices allowed under the Affordable Restrictions to an entity or individual that may not qualify under the Affordable Restrictions as of the date hereof. Said entity or individual shall have the same sale rights as the Developer/Initial Lessee and same rights to rent its Units at affordable rates as set forth hereinj provided that Developer/Initial Lessee obtains the prior written consent of the Page 18 of 52 Docla 1764957 BkU 2438 Pga 229 LessorJ said consent notto be unreasonably withheld. Developer/Initial Lessee shall notify Lessor in writing of its intentto sell Units in bulk, specifyingwbich Units it proposes to sell in bulk, the proposed sale prices and identifying details abotit the proposed purchaser, and Lessor shall have fifteen (15) business days from receipt of such notice to provide written consent or denial. In the event Lessor fails to respond within fifteen (15) business days of receipt ofInitial LesseeJs notice, said failure to respond shall be deemed consentto sell the Afforda hie Housing Units in bulk at prices allowed under the Affordable Restrictions to the identified party. Additionally, Initial Lessee shall also have the right, with Lessors consent (which shall not be unreasonably withheld) to sen in bulk the Units that it elects initially to retain as rentals (no fewer than three (3) Unit blocks, unless otherwise agreed by Lessor) at prices allowed under the Affordable Restrictions to an entity or individual that does not qualify for affordable housing pursuant to the foregOing notice procedures; provided that said entity or individual retains ownership of the Units and rents them at affordable rates and in compliance with the Affordable Restrictions. Initial ~see shall provide Lessorwith written notice of its intent to sell the rental Units in bulk and Lessor shall have fifteen (15) business days to respond as set forth above and any failure to respond shall be deemed consent. It is also agreed that any subsequent bulk purchaser shall have the right to sell the rental Units in bulk to another entity or individual provided said subsequent bulk purchaser obtains the prior written consent of the Lessor as set forth above and said Units are sold at prices allowed under the Affordable Restrictions. Upon the transfer/sale of each Affordable Housing Unit to be sold by Initial Lessee, or any successor Lessee hereunder ~ Lessor or its designee shall attorn to the rights ofInitial LesseeJ or subsequent Lessee, as the case may be, with respect to each transferred/sold Mlordable Housing Unit. Any proceeds received by Initial Lessee from the sale of the Affordable Housing Units shall remain the property of the Initial Lessee unless otherwise provided herein. In conjunction and contemporaneously with the sale or transfer of each Affordable Housing Unit, Initial Lesseet or any successor Lessee, shall ensure the release of any and all mortgage, mechanic's lien or other similar claims with respect to the relevant portion of the Demised Premises other than new Sublessee purchase money mortgages and the like, as such may be permitted by Artic1~ XV. Upon transfer/sale of seventywfive percent (7596) of the Affordable Housing Units to be sold by Initial Lessee as authorized by this Lease, or as otherwise required or permitted by Florida law, Initial Lessee will be authorized to assign its interest in this Lease for any portions of the Demised Premises not part of the Affordable Housing Units (i.e., common area) to a homeownerst, condominium or simllar Association to be created by the Initial Lessee. Any such Association and its related declaration, articles of incorporation, bylaws and any other governing documents, as may be amended, shall first be approved by Lessor or its designee for compliance with the goals, purposes and intent of this Lease and tbe Affordable Restrictions, which approval sball not be unreasonably withheld. Where such documents comply with the foregoing, Lessor shall join in any community ownership governing documents as may be required by Initial Lessee in order to conform its planned unit community governance to state law. No governing document related to such Association shall materially alter or impair the terms and conditions of this Lease or tbe applicability of the Mfordable Restrictions. Monroe County shall have fifteen (15) business days from receipt of said documents to review and object to any contents thereof. In the event Monroe County fails to provide written notice Page 19 of 52 Do!;l:I 1764957 Bkl 2438 PgM 230 of its consent or denial in regard to said documents, said failureshall be deemed acceptance of the documents. Upon the foregoing contemplated assignments by Initial Lessee, the Affordable Housing Unit owners (as Sublessees) and the Association shall assume and thereby be assigned Lessee responsibilities to Lessor for their respective portions of the Demised Premises, releasing Initial Lessee from same for all such portions, except for design and construction defect liability for which developers/builders are otherwise responsible under Florida law. Sublessees, however, shall not be construed to have assumed or have assigned to them by this provision any indemnification duty to Lessor relating to any portions of the Demised Premises for which they hold no interest. Notwithstanding the foregoingJ Initial Lessee's right to find or identify a qualified purchaser, as set forth below) shall attorn to the Lessor (unless assigned by Lessor as set forth below) and the Initial Lessee shall be released from further duty or responsibility to the Lessor for the resale of the Affordable Housing Units. It is hereby acknowledged that Lessor shall have the right to assign any of its duties and rights related to the assignment of Subleases, i.e. finding a qualified purchaser for resales, or renters in the case of rental units (unless the rental units are owned by Initial Lessee and Initial Lessee chooses to manage the retained units, then in such event Initial Lessee shall have the right to find qualified renters for said rental units where that right is not in conflict with the Affordable Restrictions), to the Monroe County Housing Authority, or to any other governmental entity or profit or non-profit organization designated and approved by Lessor. In the event such duties or rights are assigned, reference to "Lessor" in this Section 12.01 shall also refer to any assignee. Section 12.02 Initial Sale/Lease of Unit By Developer !Initial Lessee. Initial Lessee shall be authorized to sell the Affordable Housing Units to individuals qualified to own/occupy the Mordable Housing Units and subject to all other affordable housing covenants of record. Notwithstanding anything contained herein to the contrary, all purchasers/Sublessees of such Affordable Housing Units shall meet Monroe County's requirements of moderate or lesser income affordable housing, adjusted for family size, and any other applicable Affordable Restri9tions. Initial Lessee shall upon Lessor's request provide verification in a form and manner reasonably determined by lessor that purchasers/sublesseesjtenants for all Affordable Housing Units meet the requirements herein. If Lessor is entitled to a reservation for initial purchase or assignment of the rights to purchase all or a portion of the newly completed Affordable Housing Units, such right and related procedures will be set forth in Exhibit F to this Lease. Section, 12.03 Assignment/Transfer by Subles~. At such time as any individual U nit Owner or Sublessee desires to sell, assign or otherwise transfer their Affordable Housing Units and interests, the Sublessee shall be required to follow the procedures set forth herein and any procedure that may be set forth in the Affordable Restrictions; and any conveyance, transfer or other disposition and the acceptance of such transfers shall be automatically deemed an agreement to the conditions set forth herein. Section 12.04 Required Notice of Restrictions. Any conveyance, lease, assignment, grant or other disposition of any interest made with respect to any portion of the Demised Page 20 of 52 Docll 1164951 BkU 2438 pga 231 Premises, including but not limited to any recorded Association governing documents, other than those mortgage interests provided for in Article XV, shall contain the following required Notice of Restrictions in a conspicuous location on the upper one-half of the first page of the relevant instrument effectuating the interest in bold capital typed letters greater than or equal to 14 point font: NOTICE OF RESTRICTIONS ANYINSTRUMENT OF CONVEYANCE, LEASE, ASSIGNMENT, GRANT OR OrnER DISPOSITION OF ANY INTEREST IN OR TO ANY PORTION OF THE DEMISED PREMISFS OR TO ANY IMPROVEMENTS ERECTED THEREON WILL BESUBJECrTO CERTAINRESTRlCI10NS INCLUDING Bur NOT LIMITED TO RIGHTS OF FIRST REFUSAL, USE, OCCUPANCY, INCOME, MEANS, RESALE PRICE, RENTAL AND MORTGAGE UMITATIONS, INCLUDING BUT NOT LIMITED TO THOSE SET FORTH IN OFFICIAL RECORDS BOOK _, PAGE _ OF THE PUBLIC RECORDS OF MONROE COUNI'Y, FLORIDA. The recorded ,book and page of the first recorded page of this Lease and, for recordable sale or sublease instruments, the first recorded page of the Association governing documents affecting the respective portion of the Demised Premises shall be set forth in the Notice of Restrictions. Any instntment of conveyance, lease, assignment or other disposition made without following the notice procedures set forth herein shall be void and confer no rights upon any third person, though such instruments may in some cases be validated by fully correcting them according to procedures established by Lessor, as detennined in Lessor's sole discretion, so as to ensure compliance with the public affordability purposes furthered by this Lease and the Affordable Restrictions. Secti0)112.0.!\ Follow-on Sales and Assignments of Grollnd Lease Requirements: Ril:rht of First Refusal. Unless authorized by the Affordable Restrictions or unless otherwise as set forth in subsection e., below, or in another provision herein, rentals of Affordable Housing Units are prohibited. In order for an owner or subsequent owner to sell their Affordable Housing Unit and assign their Sublease they shall be required to cotnplywith the following: a. Sublessee shall notify the Lessor or its designee in writing of their desire to sell the Affordable Housing Unit and assign the sublease, said notice hereinafter referred to as a "Transfer Notice." The Transfer Notice shall include the proposed purchase price for the Affordable Housing Unit, and any other compensation permitted the Seller relating to the proposed sale, which shaH be in accordance with the Affordable Restrictions. Undisclosed compensation to a Seller or to any other party is prohibited and where it is found to have existed with respect to any transaction, the amount thereof shall be recoverable in law and equity from any party to or facilitating and benefiting from such transaction with knowledge thereof. Page 21 of 52 Do!;1S 1764957 Bk~ 2438 Pg~ 232 b. Lessor shall have thirty (30) days from the date of receipt of the written Transfer Notice to exercise its option granted hereunder to purchase the Affordable Housing Unit or to find or identify to the selling party in writing a qualified purchaser who meets the income and other requirements for purchasing the Affordable Housing Unit. Additionally: 1. The total sales price for all interests to be transferred shall be the purchase price set forth in the Transfer Notice, which shall not exceed the highest price permitted under the Affordable Restrictions. All additional tenns of the contract shall be consistent with the Affordable Restrictions. Sublessee hereby agrees to execute a contract with a pre-qualified purchaser identified by the Lessor and to cooperate with reasonable closing procedures not in conflict with the Affordable Restrictions. 2. In the event Lessor finds a qualified purchaser, Lessor will assist in coordinating the closing on the Affordable Housing Unit. The closing shall be scheduled to occur within seventy- five (75) days from the effective date of the contract for the sale of the Affordable Housing Unit, unless extended by the mutual agreement of the parties and Lessor. c. In the event Lessor elects not to purchase or fails to identify a qualified purchaser who enters into a purchase contract within thirty (30) days and who closes as provided above, and provided that Sublessee has funy complied with all required procedures set forth in the Lease and the Affordable Restrictions, Sublessee shall be entitled to sell the property to a qualified purchaser pursuant to the Affordable Restrictions and the terms set forth in the complying Transfer Notice. In this event, Sublessee shall allow Lessor to review and approve all proposed contract terms to ensure that the tenns and the proposed purchaser meet the requirements for purchasing the Affordable Housing Unit, which approval shall not be unreasonably withheld or delayed. Sublessee shall provide Lessor with a full copy of a written purchase and sale contract (and all addenda) within three (3) business days of full execution of each contract document, and all contracts shall state that they and the proposed purchaser are subject to this Lease and the approval of the Lessor. Lessor shall have fifteen (15) business days from receipt to review the tenns of the contract documents. In the event Lessor fools to provide Sublessee with written approval or any written objections within fifteen (15) business days from receipt of a contTact document, Lessor shall be deemed to have not objected to closing of the proposed transaction though not to have waived enforceability of any applicable provisions of this Lease or the Affordable Restrictions, whether or not any non-compliance may have been apparent from or may have been indicated in documents provided. Sublessee and the potential buyer shall also provide any other information Lessor reasonably Page 22 of 52 Docl:l 1764957 Bk~ 2438 Pgl:l 233 deems necessary to verify purchaser/Sublessee qualifications. All purchase and sale contracts shall be deemed to be contingent on the buyer and transaction being qualified under the Affordable Restrictions. Lessor and the proposed parties to a transfer transaction may agree to additional time periods necessary to verify full compliance with all aspects of the Affordable Restrictions. In no case shall Lessor, or its designees, be deemed to waive with respect to any party any requirement applicable to that party under the Affordable Restrictions where it turns out that such requirement was not in fact met, true or complied with. Lessor reserves, to itself and to its designees, aU legal and equitable rights it deems necessary or appropriate to ensure that all portions of the Demised Premises are used for Affordable Housing, the purpose for which they were intended, including but not limited to tennination of the sublease for any portion of the Demised Premises and forcing sale and reassignment of any improvements thereon. d. Lessor shall be deemed reasonable in withholding its approval for any proposed sale jf the contract tenns and proposed purchaser do not meet requirements set forth herein or in the Affordable Restrictions. After the 1.essor has reviewed and approved a contract, Sublessee shall not have the ability to amend the terms of the contract unless Sublessee obtains Lessor's approval of the amendment as set forth in Paragraph c., above. The Sublessee shall only transfer their interest to approved persons, as defined by the Affordable Restrictions for moderate or lesser income, or to Lessor in the event Lessor and Sublessee are unable to find a qualified purchaser, so long as Lessor chooses to purchase the Affordable Housing Unit, in Lessor's sole and absolute discretion. Additionally, after the expiration of the thirty (30) day period described in Paragraph b. above, and before Sublessee has found a qualified purchaser, Lessor may, but is not obligated to, continue the search for a qualified purchaser. In the event Lessor finds and identifies a qualified purchaser prior to Sublessee doing so, the procedure set forth in Paragraph b.2., above, sball be followed. e. Lessee and Sublessees are deemed to understand and agree that Lessor may, in its absolute discretion, require that any Affordable Housing Unit originally sold as an affordable "ownership" and "occupancy" Affordable Housing Unit which is made the subject of any unauthorized offer to rent, or which is attempted to be or is actually rented absent specific written Lessor authorization or as authorized in the Affordable Restrictions, be deemed to have become the subject of an irrevocable offer to sell the Affordable Housing Unit and thus subject to the right offirst refusal provisions of this Article XII and allow Lessor or its designee to purchase the Affordable Housing Unit at the highest price permitted under the Affordable Restrictions. Lessor may establish rental first right of refusal procedures similar to those set forth in Paragraphs a. - d., above~ for Affordable Housing Units to be used for affordable rentals in accordance with the terms contained herein and in the Affordable Restrictions. In such case, a Sublessee may rent their Unit so long Page 23 of 52 00011 1764957 Bkn 2438 Pgll 234 as all rental agreements follow the guidelines and procedures set forth herein and in the Affordable Restrictions, including but not limited to providing Monroe County with a copy of the proposed rental agreement for review and approval. Additionally, the rental agreement must include a copy of the Association rules and regulations. as well as an acknowledgement by the tenant that they will abide by the rules and regulations of the Association, and Sublessee shall provide the Association with a copy of said rental agreement to ensure compliance. Furthermore, no Sublessee shall be authorized to enter into a rental agreement for an Affordable Housing Unit containing a term greater than one (1) year. or containing an automatic renewal tenn that would frustrate Lessor's rights or continued affordability expectations established under this Lease or the Affordable Restrictions. Additionally, in the event a tenant has been cited for a violation of the roles and regulations of the Association more than twice in any calendar year, Sublessee hereby agrees not to renew said lease without first obtaining the approval of the Association Board of Directors, and said approval may be withheld in their sole and absolute discretion. Any rental agreement shall contain the following warning prominently set forth in writing: BY SIGNING TIllS RENTAL AGREEMENT THE TENANT AGREES THAT UPON SURRENDER OR ABANDONMENT, AS DEFINED BY CHAPTER 83 FLORIDA STATUTES, THE LESSOR SHAll. Nor BE LIABLE OR RESPONSmLE FOR STORAGE OR DISPOSmON OF THE LESSEE'S PERSONAL PROPERTY. Section 12.06 Assignment by Less:or. This Lease is freely assignable by the Lessor, and upon such assignment, the Lessor's liability shall cease and Lessor shall be released from any further liability. In the event the ownership of the land comprising the Leased Premises is conveyed or transferred (whether voluntarily or involuntarily) by Lessor to any other person or entity, this Lease shall not cease, but shall remain binding and unaffected. Section 12.07 Death of a Unit Owner or Penn anent Absence From Occupan~. In the event the Owner of an Affordable Housing Unit dies~ Lessor shall, unless for' good cause, shown, consent to a transfer of the leasehold interest to the spouse, child(ren) or other heirs, devisees, legatees or beneficiaries ofthe Affordable Housing Unit Owner provided that such persons state, in writing, under oath that they have reviewed the terms of this Lease and any related documents, and that they understand and accept the terms of this Lease by signing an acknowledgement, which is substantially in a form similar to that attached hereto as Exhibit E.Ml spouses, heirs, devisees, legatees or other beneficiaries must demonstrate to the Lessor's reasonable satisfaction that they qualify for ownership and/ or oceupancy of an affected Affordable Housing Unit as provided for under this Lease and in the Affordable Restrictions. All estates and leasehold or other interests granted in or conveyed with respect to any of the Demised Premises do not extend to any degree so as to limit or inhibit the intent and operation of this Lease and the Affordable Restrictions, it being expressly and irrevocably accepted on behalf of all future Sub lessees and all those who would or might succeed to their interests, that these Demised Premises and each and Page 24 of 52 D~lIf;~ 1764957 Bk~ 2438 Pg~ 235 every portion thereof, for the entire Term ofthis Lease, are to be used as affordable housing according to the Affordable Restrictions. In the event the spouse, heirs, devisees, legatees or beneficiaries of a deceased Owner do not meet the requirements for affordable housing, such persons shall not occupy the premises and shall not be entitled to possession, except and only to the extent that the Lessor permits same, under conditions that it determines furthers the goals and public purposes of this Lease and the Affordable Restrictions. Therefore, in such event, the heirs of the decedent shall, if required by Lessor, transfer their interest in the Affordable Housing Unit in accordance with the provisions ofthisArticleID and cooperate with the Lessor in accomplishing same. It is the intent of this Lease, to the full extent f10rida law permits, that constitutional homestead rights not be coustrned to inhibit or limit the intended operation of this provision. Section 12.08 Administrative Fees. With the exception of the initial sales by Initial Lessee, the Lessor or its designee shall be entitled to charge three and one-half percent (3 1/2 %) of the Purchase Price (gross compensation however described) for any transferred interest (other than simple security mortgage interests or rental agreements) in which Lessor identified the purchaser, as an administrative fee for coordinating the closing on any Affordable Housing Unit, said fee to be paid by the selling Unit Owner at the time of closing. This fee does not include other seller and buyer closing related costs such as title insurance, documentary stamps, intangible taxes, prorated taxes, real estate commissions, insurance. homeowners' assessments, loan expenses and the like, or rental management or processing fees for rental units. In the event Lessor was unable to identify a purchaser, Lessor shall still be entitled to an administrative fee of one and one-half percent (11/2 %) of the Purchase Price for review of the contract and assistance with coordinating the closing on the Affordable Housing Unit. After the initial sales by Initial Lessee, the Lessor or its designee shall be authorized to designate closing, escrow and title agents involved in all transactions involving interests subject to this Lease. After the initial sale of each Affordable Housing Unit by Initial Lessee, Lessor or its designee may, initially and from time to time, establish, promulgate, revise and/or waive all or part of such fees related to the administration of this Lease and any Subleases, but in no event may Lessor increase the amount of the administrative fee to-an amount in excess of three and one-half percent (3 1h %) for an owner who purchased his or her Affordable Housing Unit without actual, constructive or regulatory notice of the potential applicability of a greater percentage fee. ARTICLE XIII Condemnation Section 13.01 Eminent Domain: Cancellation. If, at anytime during the continuance of this Lease, the Demised Premises or any portion thereof is taken, appropriated or condemned by reason of eminent domain, there shall be such division of the proceeds and awards in such condemnation proceedings and such abatement of the Rent and other adjustments made as shall be just and equitable under the circumstances. If the Lessor and the Lessee are unable to agree upon what division, annual abatement of Rent or other adjustments as are just and equitable, within thirty (30) days after such award has been Page 25 of 52 DocU 1'164957 SkU 2438 Pg~ 236 made, then the matters in dispute shall be determined in accordance with the rules of the American Arbitration Association. Such determination made by the arbitration shall be binding on the parties. If the legal title to the entire Demised Premises be wholly taken by condemnation, the Lease shall be cancelled. Section 1. 'l.02 Apportionment. Although the title to the building and improvements placed by the Lessee upon the Demised Premises will on the Tennination Date pass to the Lessor, nevertheless, for purpose of condemnation, the fact that the Lessee placed such buildings on the Demised Premises shall be taken into account, and the deprivation of the Lessee's use (and any use of a Sublessee) of such buildings and improvements shall, together with the Term of the Lease remaining, be an item of damage in determining the portion of the condemnation award to which the Lessee or Sublessee is entitled. In general, it is the intent of this Section that, upon condemnation, the parties hereto shall share in their awards to the extent that their interests, respectively, are depreciated, damaged, or destroyed by the exercise of the right of eminent domain. In this connection, if the condemnation is total, the parties agree that the condemnation award shall be allocated so that the then value of the property, as though it were unimproved property, shall be allocated to the Lessor, and the then value of the building or buildings thereon shall be allocated between the Lessor and Lessee after giving due consideration to the num her of years remaining in the Term of this Lease and the condition of the buildings at the time of condemnation. ARTICLE XN Construction Section 14.01 Requirement to Construct Project. (a) Initial Lessee shall commence construction of the Project no later than one hundred twenty (120) days after the issuance of the building permits necess81'Y for the construction of the Project, and shall substantially complete construction of all forty-nine (49) Affordable Housing Units within eighteen (18) months thereafter. 'l11e foregoing limita~ion of time for the completion of the Project may be extended by written agreement between the parties hereto. -. (b) During the course of construction of the Project, Initial Lessee shall provide to the Lessor quarterly written status reports on the Project. The Lessor and Initial Lessee shall anow and permit reasonable access to, and inspection of, all documents, papers, letters or other materials in their possession or under their control where such infonnation is subject to public disclosure under the provisions of Chapter 119, F.S., or successor or supplemental statutes. However, nothing contained herein shall be construed to render documents or records of Initial Lessee or any other persons that would not be deemed public records under Chapter 119 to be such records only because of this provision. Lessees (but not individual Bublessees occupying an Affordable Housing Unit as their primary residence) shall maintain all books, records, and documents directly pertinent to Page 26 of 52 Doctl 1164951 Bktl 2438 Pgtl 237 performance under this Lease in accordance with generally accepted accounting principles consistently applied. The County Clerk, State Auditor, or a designee of said officials or of the Lessor1 shall, .during the term of this Agreement and for a period of five (5) years from the date of termination of this Agreement, have access to and the right to examine and audit any Records of the Lessee involving transactions related to this Agreement. (c) The Project shall be constructed in accordance with the requirements of all laws, ordinances, codes, orders, rules and regulations of all governmental entities having jurisdiction over the Project, including, but not limited to, the Lessor. (d) The Initial Lessee shall apply for and prosecute, with reasonable diligence, all necessary approvals, permits and licenses required by applicable governmental authorities for the construction, development, zoning, use and occupation of the Project. Lessor agrees to cooperate with and publicly support the Initial Lessee's effort to obtain such approvals, permits and licenses, provided that such approvals, pennits and licenses shall be obtai.ned at Initial Lessee's sole cost and expense. Nothing in this Lease is intended to or shall be construed to obviate or lessen any requirements for customary development approvals from any permitting authority, including the Lessor. Nothing in this Lease shall be construed as the Lessors delegation or abdication of its zoning authority or powers and no zoning approval that Initial Lessee may require to complete its perfonnance under this Lease bas been or shall be deemed agreed to, promise or contracted for by this Lease. (e) Construction of the Project on the Demised Premises prior to and during the Term of this Lease shall be performed. in a good and workmanlike manner, pursuant to written contracts with licensed contractors and in accordance with any and all requirements of local ordinances and with aU rulest regulations and requirements of all deparbnents, boards, officials and authorities having jurisdiction thereof. It is understood and agreed that the plans and specifications for all construction shall be prepared by duly qualified architects/engineers licensed in the State of Florida. (1) At all times and for all purposes hereunder, the Initial Lessee is an independent contractor/lessee and not an employee of the Board of County CQmmissione~ of Monroe County or any of its agencies or departments. No statement contained. in this Lease shall be construed as to find the Initial Lessee or any of its employees, .contractOl'S1 servants or agents to be employees of the Board of County Commissioners of Monroe County, and they shall be entitled to none of the rights, privJ1eges or benefits of County employees. No covenant or agreement contained herein shall be deemed to be a covenant or agreement of any member, officer, agent or employee of Monroe County in his or her individual capacity, and no member, officer, agent or employee of Monroe County shall be liable personally on this Lease or be subject to any personal liability or accountability by reason of the execution of this Lease. (g) Initial Lessee agrees that it will not discriminate against any employees, applicants for employment, prospective Sublessees or other prospective future subinterest holders or against persons for any other benefit or service under this Lease because of their race, color, religion, sex, sexual orientation, national origin, or physical or mental handicap Page 27 of 52 Doctl 1764957 Bku 2438 Pgg 238 where the handicap does not affect the ability of an individual to perform in a position of employment, and to abide by all federal and state laws regarding non-discrimination. 14.02 Access to the Project and Inspection. The Lessor or its duly appointed agents shall have the right, at all reasonable times upon the furnishing of reasonable notice under the circumstances (except in an emergency, when no notice shall be necessary), to enter upon the common area of the Leased Premises to examine and inspect said area to the extent that such access and inspection are reasonably justified to protect and further the Lessor's continuing interest in the Demised PremisesJ as determined in Lessor's reasonable discretion. Lessor's designees, for purposes oHbis Article 14.02, shall include cityt county or State code or building inspectors, and the like, without limitation. Initial Lessee shall permit building and code inspectors access customary to the performance of their duties related to projects of the nature contemplated herein, said notice requirements notwithstanding. 14.03 Forced Del~ in Performall~. Notwithstanding any other provisions of this Lease to the contrary, the Initial Lessee shall not be deemed to be in default under this Lease where delay in the construction or performance of the obligations imposed by this Lease are caused by war, revolutiont labor strikes, lockouts, riots, floods, earthquakes, fires, casualties, acts of God, labor disputes, governmental restrictions, embargoes, litigation (excluding litigation between the Lessor and the Initial Lessee), tornadoes, hurricanes, tropical storms or other severe weather events, or excusable inability to obtain or secure necessary labor, materials or tools, delays of any contractor, subcontractor, or supplier, or unreasonable acts or failures to act by the Lessor, or any other causes beyond the reasonable control of the Initial Lessee. The time of perfonnance hereunder shall be extended for the period of any forced delay or delays caused or resulting from any of the foregoing causes. ARTICLE XV Mortgage Financing Section 15.01 Construction Financing By Initial Lessee. Initial Lessee shall have the right to. mortgage its interests in the Demised Premises. (a) 'The Initial Lessee shall have the right to encumber by mortgage or other proper instrument Initial Lessee's interest under this Lease, together with all buildings and improvements placed by Initial Lessee on the Demised Premises, to a Federal or State Savings & Loan Association, Bank or Trost Company, Insurance Company, Pension Fund or Trost (or to another private lender so long as the terms and conditions of the financing from private lender are on substantially similar tenns to those then existing by the other lenders referred to in this Section), or to similar lending institutions authorized to make leasehold mortgage loans in the State of Florida, or to any public or quasi-public lender. (b) Until the time any leasehold mortgage(s) shall be satisfied of record. Page 28 of 52 Doc:U 1764957 Bk~ 243S pgU 239 wben giving notice to the Initial Lessee with respect to any default under the provisions of this Lease, the Lessor shall also serve a copy of such notice upon the Initial Lessee's leasehold mortgagee(s) at addresses for notice set forth in the mortgage instrument(s) (including assignments thereof) as recorded in the Public Records of Monroe County, Florida. No such notice to the Initial Lessee shall be deemed to have been given unless a copy of such notice has been mailed to such leasehold mortgagee(s), which notice must specify the nature of each such default. Initial Lessee shall provide Lessor with written notice of the book and page number of tbe Public Records of Monroe County, Florida for each mortgage by which it encumbers the Demised Premises. (c) In case the Initial Lessee shall default under any of the provisions of this Lease, the Initial Lessee's leasehold mortgagee(s) shall have the right to cure such default whether the same consists of the failure to pay Rent or the failure to perform any other matter or thing which the Initial Lessee is required to do or perform and the Lessor shall accept such performance on the part of the leasehold mortgagee(s) as though the same had been done or performed by the Initial Lessee. The leasehold mortgagee(s), upon the date of mailing by Lessor of the notice referred to in subparagraph (b) of this Section 15.01 shall have, in addition to any period of grace extended to the Initial Lessee under the terms and conditions of this Lease for a non-monetary default, a period of sixty (60) days within which to cure any non-monetary default or cause the same to be cured or to commence to cure such default with diligence and continuity; provided, however, that as to any default of the Initial Lessee for failure to pay Rent, or failure to pay any amount otherwise required under the terms of this Lease (e.g.; including, but not limited tOt taxes or assessments), the leasehold mortgagee(s) shall have thirty (30) days from the date the notice of default was mailed to the mortgageeCs) within which to cure such default. (d) In the event of the termination of this Lease with Initial Lessee for defaults described in this Article XV, or of any succeeding Lease made pursuant to the provisions ofthis Section 15.01(d) prior to the cure provisions set forth in Section 15.01(C) above, the Lessor will enter into a new Lease of the Demised Premises with the Initial Lessee;s.leas~ho1d mortgagee(s), or, at the request of such leasehold mortgagee(s), to a corporation fonned by or on behalf of such leasehold mortgagee(s) or by or 01'1: behalf of the holder of the note secured by the leasehold mortgage, for the remainder of thetenn, effective on the date of such termination, aUhe Rent and upon the covenants, agreements, tenus, provisions and limitations contained in this lease, provided that such leasehold mortgagee(s) make written request and execute, acknowledge and deliver to the Lessor such new Lease within thirty (ao) days from the date of such tennination and such written request and such new Lease is accompanied by payment to the Lessor of all amounts then due to the Lessor, including reasonable counsel fees, court costs and disbursements incurred by the Lessor in connection with any such default and termination as well as in connection with the execution, delivery and recordation of such new Lease, less the net income collected by the Lessor subsequent to the date of tennination of this Lease and prior to the execution and delivery of the new Lease, and any excess of such net income over the aforesaid sums and expenses to be applied in payment of the Rent thereafter becoming due under such new Lease. Page 29 of 52 OoclS 1764957 BkM 2438 Pg" 240 Any new Lease referred to in this Section 1S.0l(d) shall not require any execution, acknowledgement or delivery by the Lessor in order to become effective as against the Lessor (or any Sublessees) and the Lessor (and any Sub lessees ) shall be deemed to have executed, acknowledged and delivered any such new Lease immediately upon receipt by the Lessor; and such new Lease shall be accompanied by (0 payment to the Lessor all amounts then due to the Lessor of which the leasehold mortgagee(s) shall theretofore have received written notice; and (ii) an agreement by the leasehold mortgagee{s) to pay all other amounts then due to the Lessor of which the leasehold mortgagee(s) shall not theretofore have received written notice. In addition, immediately upon receipt by the Lessor such new Lease, as provided in this Section 1S.0l( d), the ~sor shall be deemed to have executed, acknowledged and delivered to the leasehold mortgagee(s) an assignment of all Subleases covering the Demised Premises which theretofore may have been assigned and transferred to the Lessor and all Subleases under which Sublessees shall be required to attorn to the Lessor pursuant to the terms and conditions of such Subleases or this Lease. Such assignment by the Lessor shall be deemed to be without recourse as against the Lessor. Within ten (10) days after a written request therefore by the leasehold mortgagee(s), such assignment or assignments shall be reduced to a writing in recordable fonn and executed, acknowledged and delivered by the Lessor to the leasehold mortgagee(s). (e) The Initial Lessee's leasehold mortgagee(s) may become the legal owner and holder of this Lease by foreclosure of its{their) mortgagees) or as a result ofthe assignment of this Lease in lieu of foreclosure, which shall not require Lessor's consent, whereupon such leasehold mortgagee(s) shall immediately become and remain liable under this Lease as provided in Section 15.01(f) below. (t) In the event that ae) leasehold mortgagee(s) shall become the owner or holder of the Lessee's interest by foreclosure of its (their) mortgagees) or by assignment of this Lease in lieu offoreclosure or otherwise, the term "Initial Lessee," as used in this Lease, means only the owner or holder of the Lessee's interest for the time period that such leasehold mortgagee(s) is(are) the owner or holder of the Lessee's interest. Accordingly, in the event of a sale, assignment or other disposition of the Initial Lessee's interest in thi& Lease by the leasehold mortgagee(s), where leasehold mortgagee(s) took title or ownership of or to any or all of the Initial Lessee's interest in the Lease and/or any portion of the Demised Premises as a result of foreclosure or acceptance of an assignment in lieu thereof, the leasehold mortgagee(s) shall be entirely freed and relieved of all covenants and obligations of perfonnance relating to construction, marketing and transfer to Sublessees and it shall be deemed and constmed, without further agreement between the Lessor and the mortgagee(s), or between the LessorJ the mortgagee(s) and the mortgagees' purchaser(s) or assignee(s) at any such sale or upon assignment of Initial Lessee's interest by the leasehold mortgagee(s), that the purchaser(s) or assignee(s) of Initial Lessee's interest has assumed and agreed to carry out any and all covenants and obligations ofInitial Lessee, including but not limited to the constru.ction of the Affordable Housing Units contemplated herein. In no event shall any protections afforded a() leasehold mortgagee(s) under this Lease be construed to permit eventual use of the Demised Premises for purposes inconsistent with this Lease or the Affordable Restrictions. Page 30 of 52 Doclt 1764957 Bkl 2438 Pgl 241 (g) Within ten (10) days after Lessor's receipt of written request by Initial Lessee or by Initial Lessee's leasehold mortgagee(s), or after receipt of such written request in the event that upon any sale, assignment or mortgaging ofInitial Lessee's interest in this Lease by Initial Lessee or Initial Lessee's leasehold mortgagee(s). an offset statement shall be required from the Lessor, and the Lessor agrees to deliver in recordable form a certificate to any proposed leasehold mortgagee(s)l purchaser(s), assignee(s) or to Initial Lessee, certifying (if such be the case) (i) that this Lease is in full force and effect; (ii) that the Lessor has no knowledge of any default under this Lease, or if any default exists, specifying the nature of the default; and (iii) that there are no defenses or offsets which are known and may be asserted by the Lessor against the Lessee with respect to any obligations pursuant to this Lease. (h) So long as the Initial Lessee's interest in this Lease shall be mortgaged to a ( ) leasehold mortgagee(s), the parties agree for the benefit of such leasehold mortgagee{s), that they shall not surrender or accept a surrender of this Lease or any part of it, nor shall they cancel, abridge or otherwise modify this Lease or accept material prepayments of installments of Rent to become due without the prior written consent of such mortgagee(s) in each instance. (i) Reference in this Lease to acquisition of the Initial Lessee's interests in this Lease by the ( ) leasehold mortgagee(s) shall be deemed to refer, where circumstances require, to acquisition of the Initial Lessee's interest in this Lease by any purchaser at a sale of foreclosure by the leasehold mortgagee(s) and provisions applicable to the leasehold rnortgagee(s) in such instance or instances shall also be applicable to any such purchaser(s). G) So long as the Initial Lessee's interest in this Lease shall be mortgaged to a ( ) leasehold mortgagee(s), the parties agree for the' benefit of such leasehold mortgagee(s) that the Lessor shall not sell, grant or convey to the Initial Lessee all or any portion of the Lessor's fee simple title to the Demised Premises without the prior written consent of such leasehold mortgagee(s). In the event of any such sale, grant or conveyance by the Lessor to the Initial Lessee, the Lessor and the Lessee agree that no Sl:1ch sale, gra~t or conveyance shall create a merger of this Lease into a fee simple title to the Demised Premises. This subparagraph (j) shall got be construed to prevent a sale, grant or conveyance of the Lessor's fee simple title by the Lessor to any person, firm or corporation other than the Initial Lessee, its successors, legal representatives and assigns, so long as this Lease is not terminated. (k) Reference in this Lease to the Initial Lessee~s leasehold mortgagee(s) shall be deemed to refer where circumstances require to the leasehold mortgagee(s)'s assignee(s); provided that such assignee(s) shall record proper assignment instrnments in the Public Records of Monroe Countyl Florida. together with written notice setting forth the name and address of the assignee(s). Page 31 of 52 Dod: 1764957 Bk~ 2438 PgU 242 0) In conjunction and contemporaneously with the sale or transfer of each Affordable Housing Unit. leasehold mortgagee(s) shall make arrangement to ensure the release of any and all applicable portions of its (their) mortgagees) on the entire Demised Premises so as to grant clear title to the Sublessee. The details and release payment requirements shall remain within the reasonable business discretion of the Initial Lessee and the leasehold mortgagee(s). (m) Lessor shall be entitled, in the event of any of the foregoing circumstances or events set forth in this Paragraph 15.01, to elect to deal primarily or exclusively with a mortgagee whose position is primary or in first order of priority with respect to foreclosable interests or rights according to the laws of the State of Florida or as contractually agreed by and among multiple mortgagees, where there are such. Section 15.02 Permitted Mortgaee8 for Sublessees (Unit Owners). The individual Affordable Housing Unit Owners/Sublessees shall have the right to encumber by mortgage their interests in any Sublease, improvements or any associated portions of the Demised Premises related to their interests in the individual Affordable Housing Units to a Federal or State Savings Loan Association, Bank, Trust Company or similar lending institution, subject to the following requirements: (a) The mortgagees) encumbering the Affordable Housing Unit shall not exceed 10096 of the maximum allowable sale price of the Affordable Housing Unit as set forth in the Affordable Restrictions; (b) Sublessees shall not be entitled to mortgage their respective leasehold interests in the event the terms of the note, which is secured by the mortgag~ may result in negative amortization, unless otherwise approved by Lessor; (c) For informational and record keeping purposes, Sublessees shall present to Lessor 0) a copy of approval(s) for loans encumbering their Affordable Housing Unit within five (5) business days after such loans are approved, and (ii) no sooner than five (5) business days before the scheduled loan closing date, a copy of the owner's and/or any lender's title insurance commitment. Lessor"s failure to approve or object to any of the foregoing documents prior to the closing of a relevant loan shall not preclude closing of the relevant loan and shall not constitute an~opinion or confinuation by Lessor that the corresponding loans or title insurance policies comply with or conform to the requirements of this Lease or the Affordable Restrictions, nor constitute any waiver or relinquishment of Lessor's rights to enforce same; Page 32 of 52 Doc.. 1764957 Bkn 2438 Pgn 243 (d) In the event of foreclosure sale by a Sublessee's mortgagee or the delivery of an assignment or other conveyance to a Sublessee's mortgagee in lieu offoreclosure with respect to any real property subject to the provisions of this Lease. said mortgagee, or the purchaser at foreclosure, sball comply with the provisions of Article XII. No sale of any Affordable Housing Unit shall be permitted at an amount in excess of that allowed under the Affordable Restrictions and shall otherwise fully comply with all applicable Affordable Restrictions. Any Affordable Housing Unit accepted in lieu of foreclosure or as to which a mortgagee intends to foreclose shall be subject to the Lessor's right of first refusal as set forth in Article 12.05. Nothing herein shall preclude potential purchasers approved by Lessor from bidding at any foreclosure sale and. where successful, purchasing the subject Affordable Housing Unit at the foreclosure sale price in accordance with Article XII; and (e) The parties recognize that it would be contrary to the fundamental affordable housing concept of this Lease and an incentive to abuse Sublessee's authorization to encumber its leasehold interest with a mortgage if Sublessee could realize more in loan or sale proceeds than their permitted purchase or resale price as a result of any transaction. Accordingly, Sublessee hereby irrevocably assigns to Lessor (orthe Monroe County Housing Authority or other Lessor designee) any and all net proceeds from the sale of any interest in the Demised Premises remaining after payment of costs of foreclosure and satisfaction of the lien of any mortgage which would bave othenvise been payable to Sublessee, to the extent such net proceeds exceed the net proceeds that Sublessee would have received had the interests been sold pursuant to the Affordable Restrictions. Sublessee hereby authorizes and instmcts the mortgagee or any party conducting the closing of a sale or through an unauthorized transfer to pay the amount of said excess directly to Lessor. In the event, for any reason, such excess proceeds are paid to Sublessee, Sublessee hereby agrees to promptly pay the amount of such excess to Lessor. ARTICLE XVI Default Section 16.01 Noti~ of Default. Lessee shall not be deemed tobe in default under. this Lease in the payment of Rent or the payment of any other monies as herein required unless Lessor shall first give to Lessee ten-(lO) days written notice of such default and Lessee fails to cure such default within ten (10) days of receipt of said notice. Except as to the provisions or events referred to in the preceding paragraph of this Section, Lessee shall not be deemed to be in default under this Lease unless Lessor shall first give to Lessee thirty (30) days written notice of such default, and Lessee fails to cure such default within the immediate thirty (30) day period thereafter, or, ifthe default is of such a nature that it cannot be cured within thirty (30) days, Lessee fails to commence to cure such default within such period of thirty (30) days or fails thereafter to proceed to the curing of such default with all possible diligence. Page 33 of 52 coca 1764957 Bk~ 2438 Pg~ 244 Regardless of the notice and cure periods provided herein, in the event that more rapid action is required to preserve any right or interest of the Lessor in the Demised Premises or other detrimental occurrence (such as, but not limited to, payment of insurance premiums, actions to prevent construction or judgment lien foreclosures or tax sales), then the Lessor is empowered to take such action and to request reimbursement or restoration from the Lessee as appropriate. Section 16.02 Default. In the event of any breach of this Lease by Lessee, Lessor, and after the necessary notice provided to Initial Lessee's leasehold mortgagee(s), in addition to the other rights or remedies it may have, shall have the immediate right to terminate this Lease according to law. Termination of the Lease under such circumstances shall constitute effective, full and immediate conveyance and assignment to Lessor of all of Initial Lessee's property and redevelopment rights to and associated with the Demised Premises and the Project, subject to mortgagee protections as provided herein. Furthermore, in the event of any breach of this Lease by Lessee, Lessor, in addition to the other rights or remedies it may have, shall have the immediate right of re~entry and may remove all persons and personal property from the affected portions of the Demised Premises. Such property may be removed and stored in a public warehouse or elsewhere at the cost of and for the account of Lessee, or where statutory abandonment or unclaimed property law pennits, disposed of in any reasonable manner by Lessor without liability or any accounting therefore. Included in this right of reentry shall be any instance wherein a Sublessee renounces the Lease or a Sublease or abandons the Demised Premises, in which case Lessor may, at its option, in an appropriate case and subject to any rights of a mortgage holder, obtain possession oithe abandoned property in any manner allowed or provided by law, and may, at his option, re-Iet the repossessed property for the whole or .any part oithe then unexpired tenn, receive and collect all Rent payable by virtue of such reletting, and hold Sublessee liable for any difference between the Rent that would have been payable under this Uase and the net Rent for such period realized by Lessor, by means of such reletting. However, such Lessor rights shall not abrogate a mortgagee's rights to the extent those rights do not conflict with or injure Lessor's interests as established under this Lease. Personal property left on the premises by a Sublessee may be stored, sold, or disposed of by Lessor, and Lessor accepts no responsibility other than that imposed by law. Page 34 of 52 Doct:l 1764951 Bka 2438 Pg~ 245 Should Lessor elect to re-enter, as herein provided, or should Lessor take possession pursuant to legal proceedings or pursuant to any notice provided for by law, Lessor may either terminate this Lease or it may from time to time, without terminating this Lease, re- let the Demised Premises or any part thereof for such term or tenns (which may be for a term eKtending beyond the Term of this Lease) and at such Rent or Rents and on such other terms and conditions as Lessor in its sole reasonable discretion may deem advisable with tbe right to make alterations and repairs to the Demised Premises. On each such re-letting Lessee shall be immediately liable to pay to Lessor, in addition to any indebtedness other than Rent due under this Lease, the expenses of such re-letting and of such alterations and repairs, incurred by Lessor, and the amount, if any, by which the Rent reseIVed in this Lease for the period of such re-Ietting (up to but not beyond the term of this Lease) exceeds the amount agreed to be paid as Rent for the Demised Premises for such period of such re-Ietting. Notwithstanding any such re-Ietting without termination, Lessor may at any time thereafter elect to terminate this Lease for such previous breach. Should Lessor at anytime terminate this Lease for any breach, in addition to any other remedy it may have, Lessor may recover from Lessee all damages incurred by reason of such breach, including the cost of recovering the Demised Premises, which amounts shall be immediately due and payable from Lessee to Lessor. Section 16.0.t\ Lessor's Right to Perform. In the event that Lessee, by failing or neglecting to do or perform any act or thing herein provided by it to be done or performed, shall be in default under this Lease and such faI1ure shall continue for a period of thirty (30) days after receipt of written notice from Lessor specifying the nature of the act or thing to be done or performed, then Lessor may, but shall not be. required to, do or perform orca.use to be done or performed such act or thing (entering on the Demised Premises for such purposes, with notice, if Lessor shall so elect), and Lessor shall not be or be held liable or in any way responsible for any loss, inconvenience or annoyance resulting to Lessee on account thereof, and Lessee shall repay to Lessor on demand the entire expense thereof, including compensation to the agents and employees of Lessor. Any act or thing done by Lessor pursuant to tbe provisions of this section shall not be construed as a waiver of any such default by Lessee, or as a waiver of any covenant, term or condition herein contained or the_performance thereof, or of any other right or remedy of Lessor, hereunder or otherwise. All amounts payable by Lessee to Lessor under any of the provisions of this Lease, if not paid when the amounts become due as provided in this Lease, shall bear interest from the date they become due until paid at the highest rate allowed by law. Lessor shall have the same rights set forth in this Section with respect to any future subinterest holder"s respective portion of the Demised Premises. Section 16.04 Default Period. All default and grace periods shall be deemed to run concurrently and not consecutively. Section 16.05. Affordable RestriCtipDS. In the event any portion of the Demised Premises is used for purposes other than affordable housing by an interest holder of such portion, or if Lessee or any Sublessees fall to comply with the Affordable Restrictions, as Page 3S of 52 DocU 1764957 Bk~ 2438 Pg" 246 they pertain to their respective interests in or portions of the Demised Premises, such an occurrence will be considered a material default by the offending party. In the foregoing event, Lessor (or the Initial Lessee (or its assigns) in the event of and with respect only to a default by a particular Sublessee) may immediately tenninate the Lease or Sublease. lessee hereby agrees that all occupants shall use the Leased Premises and Improvements for affordable residential purposes only and any incidental activities related to the residential use as well as any other uses that are permitted by applicable zoning law. ARTICLE XVII Repair Obligations Section 17.01 RepairObligatjon~. During the continuance of this Lease the Lessee, and every Sublessee with respect to their leased or purchased portions of the Demised Premises, shall keep in good state of repair any and all buildings, furnishings, fixtures, landscaping and equipment which are brought or constructed or placed upon the Demised Premises by the Lessee, and the Lessee shall not suffer Of permit any strip, waste or neglect of any building or other property to be committed, except for that of normal wear and tear. The Lessee will repair, replace and renovate such property as often as it may be necessaryin order to keep the buildings and other property which is the subject matter of this Lease in first class repair and condition. Additionally, Lessor shall not be required to furnish any services or facilities, including but not limited to heat, electricity, air conditioning or water or to make any repairs to the premises or to the Affordable Housing Units. ARTICLE XVIII Additional Covenants of LesseeJLessoJ: SectioIl18.01 Legal Use. The Lessee covenants and agrees with the Lessor that the Demised Premises will be used primarily for the construction and operation of a multi~unit affordable housing complex and the other matters as may be set forth in this Lease. with related amenities and facilities, and for mf other purposes whatsoever without Lessor's written consent. Section 18.0.2 Termination. Upon termination of this Lease, the Lessee will peaceably and quietly deliver. possession of the Demised Premises, unless the Lease is extended as provided herein. Therefore. Lessee shall surrender the improvements together with the leased premises. Ownership of some or all improvements shall thereupon revertto Lessor. Page 36 of 52 Doc" 1764957 Bkl 2438 PgU 241 Section 18.03 R~very of Litigation Ewens~. In the event of any suit, action or proceeding, at law orin equity, by eith er of the parties hereto against the other, or any other person having, claiming or possessing any alleged interest in the Demised Premises, by reason of any matter or thing arising out of or relating to this lease, including any eviction proceeding, the prevailing party shall recover not only its legal costs, but reasonable attorneys' fees including appellate, bankruptcy and post-judgment collection proceedings for the maintenance or defense of said action or suit, as the case may be. Any judgment rendered in connection with any litigation arising out of this Lease shall bear interest at the highest rate allowed by law. Lessor may recover reasonable legal and professional fees attributable to administration, enforcement and preparation for litigation relating to this Lease or to the Mfordable Restrictions from any person or persons from or to whom a demand or enforcement request is made, regardless of actual initiation of an action or proceeding. Section 18.04 Condition of the Demised Premises. Lessee agrees to accept the Demised Premises in its presently existing condition "as.is"'. It is understood and agreed that the Lessee has determined that the Demised Premises are acceptable for its purposes and hereby certifies same to Lessor. Lessee, at its sole cost and expense, shaD bring or cause to be br-ought to the Demised Premises adequate connections for water, electrical power, telephone, stormwater and sewage and shall arrange with the appropriate utility companies for furnishing such services with no obligation therefore on the part of Lessor. The Lessor makes no express warranties and disclaims all implied warranties. Lessee accepts the property in the condition in which it currently is without representation or warranty, express or implied, in fact or by law, by the Lessor, and without recourse to the Lessor as to the nature, condition or usability of the Demised Premises, or the uses to which the Demised Premises may be put. The Lessor shall not be responsible for any latent defect or change of condition in the improvements and personalty, or of title, and the Rent hereunder shall not be withheld or diminished on account of any defect in such title or property, any change in the condition thereof, any damage occurring thereto, or the existence with respect thereto of any violations of the laws or regulations of any governmental authority. Section 18.05 Hazardous Materials. Lessee, its Sublessees and assignees shall not permit the presence, handling, storage or transportation ofhazardous or toxic materials or medical waste ("hazardous waste"') in or ~about the Demised Premises, except in strict compliance with all laws, ordinances, rules, regulations, orders and guidelines of any government agency having jurisdiction and the applicable board of insurance underwriters. In no event shall hazardous waste be disposed of in or about the Demised Premises. For purposes herein, the term hazardous materials or substances shall mean any hazardous, toxic or radioactive substance material, matter or waste which is or becomes regulated by any federal, state or local law, ordinance, order, rule, regulation, code or any other governmental restriction or requirement and shall include petroleum products and asbestos as well as improper or excessive storage or use of common household cleaning and landscaping chemicals, pesticides, batteries and the like, and those materials defined as hazardous substance or hazardous waste in the Comprehensive Environmental Response Compensation and liability Act and/or the Resource Conservation and Recovery Act. Page 37 of 52 Doell 1764957 Bk~ 2438 Pg~ 248 Lessee shall notify Lessor immediately of any discharge or discovery of any hazardous waste at, upon, under or within the Demised Premises. Lessee shall, at its sole cost and expense, comp]ywith all remedial measures required by any governmental agency having jurisdiction. Lessor and Initial Lessee hereby warrant and represent that to the best of their knowledge, the Demised. Premises is free of any hazardous waste. Section 18.06 Recordatioll. Lessee, within five (5) business days after execution of this Lease, shall record a complete, true and correct copy of the Lease and any addenda or exhibits thereto and any Related Agreement(s) in the Public Records of Monroe County, Florida and shall provide Lessor witb the written Clerk's receipt of the book and page number where recorded. and the original Lease and RelatedAgreement(s) after recordation. ARTICLE XIX Representations. Warranties of Title and Q1Jiet Enjoyment and No Unlawful or Immoral Purpose or Use Section lQ.Ol Rej)resentations. Warranties of Title and Quiet Enjoyment. Lessor represents and warrants that to its lmowledge, there are no material claims, causes of action or other proceedings pending or threatened in respect to the ownership, operation or environmental condition of the Demised Premises or any part thereof. Additionally, the Lessor and Lessee covenant and agree that so long as the Lessee keeps and perfonns all of the covenants and conditions required by the Lessee to be kept and performed, the Lessee shall have quiet and undisturbed and continued possession of the Demised Premises from claims by Lessor. Section lQ.Q2 No Unlawful or Immoral Pur:pose or Use. The Lessee will not use or occupy said premises for any unlawful or immoral purpose and will) at Less~'s sole cost. and expense) conform to and obey any present or future ordinance and/or roles, regulations, requirements and orders of governmental authorities or agencies respecting the use and occupation of the Demised Premises. ARTICLE XX Miscellaneous Section 20.01 Covenants Runnini with land. All covenants, promises, conditions and obligations contained herein or implied by law are covenants running with tbe land;and, except as otberwise provided herein, shall attach and bind and inure to the benefit of the Lessor and Lessee and their respective heirs, legal representatives, successors and assigns, though this provision shall in no way alter the restrictions on assignment and Page 38 of 52 Doett 1764957 SkU 2438 pgtt 249 subletting applicable to Lessee hereunder. The parties agree that all covenants, promises, conditions, terms, restrictions and obligations arising from or under this Lease and the Affordable Restrictions benefit and enhance the communities and neighborhoods of Monroe Connty and the private and public lands thereof, and have been imposed in order to assure these benefits and enhancements for the full Term of this Lease. It is intended, where appropriate and to serve the public purposes to be furthered by this Lease, that its provisions be construed; interpreted, applied and enforced in the manner of what is commonly referred to as a "deed restriction. n Section 20.02 No Waiver. Time is of the essence in the performance of the obligations oftbe parties hereto. No waiver of a breach of any of the covenants in this Lease shall be construed to be a waiver of any succeeding breach of the same covenant. Section 20.03 Written Modifications. No modification, release, discharge or waiver of any provisions hereof shall be of any force, effect or value unless in writing signed by the Lessor and Lessee, or their duly authorized agents or attorneys. Section 20.04 Entire Aneement. This Lease, including the Preamble and any written addenda and all exhibits hereto (all of which are expressly incorporated herein by this reference) shall constitute the entire agreement between the parties with respect to this instrument as of this date. No prior written lease or prior or contemporaneous oral promises or representations shall be binding. Se<:.ti9n 20.0.!l: Noti~. If either party desires to give notice to the other in connection with andf or according to the terms of this Lease, such notice shall be given by certified mail return receipt requested or by national overnight tracked and de1ively-receipt courier service, and unless othetwise required to be "received", it shall be deemed given when deposited in the United States mails or with the courier service with postage or courier fees prepaid. Nothing herein contained shall be construed as prohibiting the parties respectively from changing the place at which notice is to be given, or the addition of one additional person or location for notices to be givent but no such change shall be effective unless and until it shall have been accomplished by written notice given in the manner set forth in this Section. Notification to Lessor shall be as set forth hereint to.both of the. following offices, unless a different method is later directed as prescribed herein or by the Affordable Restrictions: ~ Monroe County Attorney PO Box 1026 Key West, Florida 33041 Tel. 305-292-3470 Director - Monroe County Division of Housing & Community Development Florida Keys Marathon Airport 9400 Overseas Highway, Suite 200 Marathon) Florida 33050 Tel. 305-289-6002 Section 20.06 Joint Liability. If the parties upon either side (Lessor and Lessee) consist of more than one person, such persons shall be jointly and severally liable on the covenants of this Lease. Page 39 of 52 Doclt 176495'7 Bk" 2438 pgtt 2!0 Section 20.07 Liability Continued. Lessor Liability. All references to the Lessor and Lessee mean the persons who, from time to time, occupy the positions, respectively, of Lessor and Lessee. In the event of an assignment of this Lease by the Lessor, except for liabilities that may have been incurred prior to the date of the assignment or as specifically dealt with differently herein, the Lessor's liability under this Lease shall tenninate upon such assignment. In addition, the Lessor's liability under this Lease, unless specifically dealt with differently herein, shall be at all times limited to the Lessor's interest in the Demised Premises. Section 20.08 Caption~. The captions used in this Lease are for convenience of reference only and in no way define, limit or describe the scope or intent of or in any way affect this Lease. Section 20.09 TaQle of Contents. The index preceding this Lease under the same cover is for the purpose of the convenience of reference only and is not to be deemed or construed in any way as part of this Lease, nor as supplemental thereto or amendatory thereof. Section 20.10 Goveming Law. Venue. This Agreement shall be construed under the laws of the State of Florida, and th~ venue for any legal proceeding to enforce or detennine the terms and conditions ofthis Lease shall be Monroe County, Florida. Section 20.11 Holdine: Over. Any holding over after the expiration of the Term of this Lease, with consent of Lessor, shall be construed to be a tenancy from month to month, at twice the monthly Rent as required to be paid by Lessee for the period immediately prior to the expiration of the Term hereof, and shall otherwise be on the terms and conditions herein specified, so far as applicable. Section 20.12 Brokers. Lessor and Lessee covenant1 warrant and represent that no broker was instrumental in consummating this Lease, and that no conversations or negotiations were had with any broker concerning. the renting of the Demised Premises. Lessee and Lessor agree to hold one another harmless from and against, and agree to. defend, at its own expense, any and all claims for a brokerage commission by either of them with any brokers. Section 20.1~ Partial Invaliditx. If any provision of this Lease or the application thereof to any person or circumstance shall at any time or to any extent be held invalid or unenforceable, the remainder of this Lease or the application of such provision to persons or circumstances other than those as to which it is held invalid or unenforceable shall not be affected thereby. Section 29.14 ForceMajeure. Ifeitherpartyshallbedelayed, hindered or prevented from the perfonnance of any act required hereunder by reason of strikes, lockouts, labor trouble, inability to procure material, failure of power, riots, insurrection, severe tropical or other severe weather events, war orbther reasons of like nature not the fault of the party Page 40 of 52 Docl:* 1764957 Bk~ 2438 pga 251 delayed, in performing work or doing acts required under this Lease, the period for the performance of any such act shall be extended for a reasonable period. Section 20.15 Lessor/Lessee Relationship. Non-Reliance by Third Parties. This Lease creates a lessor /lessee relationship, and no other relationship, between the parties. This Lease is for the sole benefit of the parties hereto and, except for assignments or Subleases permitted hereunder and to the limited extentthereof, no other person or entity shall be a third party beneficiary hereunder. No person or entity shall be entitled to rely upon the terms, or any of them, of this Lease to enforce or attempt to enforce any third- party claim or entitlement to or benefit of any service or program contemplated hereunder, and the Lessor and the Lessee agree that neither the Lessor nor the Lessee or any agent, officer, or employee of either shall have the authority to inform, counsel, or otherwise indicate tbat any particular individual or group of individuals, entity or entities, have entitlements or benefits under this Lease separate and apart, inferior to, or superior to the community in general or for the purposes contemplated in this Lease. Section 20.16 Contingencies. This Lease Agreement is contingent upon Initial Lessee obtaining construction financing; all necessaty permits to build the Affordable Housing Units described herein; as weUas Initial Lessee obtaining adequate access for the Unit Owners to access their Affordable Housing Units at all times. Therefore, in the event Initial Lessee is unable to obtain financing, permits or adequate access within the time for performance set forth herein, Initial Lessee may tenninate this Lease. Termination of the Lease under such circumstances shall constitute effective, full and immediate conveyance and assignment to Lessor of all ofInitial Lessee's property and redevelopment rights to and associated with the Demised Premises and the Project, subject to mortgagee protections as provided herein. Initial Lessee hereby acknowledges that in the event Initial lessee terminates this Agreement, Initial Lessee will not receive a reimbursement from Lessor for costs incurred by Initial Lessee prior to such termination. Section 20.17 Radon Gas Notification. Radon is a naturally occurring radioactive gas that, when it has accumulated in a building in sufficient quantities, may pose health risks to persons who are exposed to it over time. Levels of radon that exceed federal and state guidelines have been found in buildings. Additional infonnation regarding radon and radon . testing may be obtained from yo_Uf county health unit. Lessor shall not be responsible for radon testing for any persons purchasing, leasing or occupying any portion of the Demised Premises, and all owners, Lessees and Sublessees shall hold Lessor hannless and indemnify Lessor for damages or claims related thereto and releases Lessor from same. Section 20.18 Mold Disclosure. Mold is a naturally occurring phenomenon that, when it has accumulated in a building in sufficient quantities, may pose health risks to persons who are exposed to it over time. Mold has been found in bUildings in Monroe County. There are no measures that can guarantee against mold, but additional information regarding mold and mold prevention and health effects may be obtained from your county health unit or the EP A or ene. Lessee and Sublessees accept responsibility to inspect for mold and take measures to reduce mold. Lessor shall not be responsible for Page 41 of 52 Docl:l 1764957 Bkl:l 2438 Pg. 252 mold testing for any persons purchasing, leasing or occupying any portion ofthe Demised Premises, and all owners, Lessees and Sublesseesshall hold Lessor harmless and indemnify Lessor for damages or claims related thereto and releases Lessor from same. Section ~O.1Q Subsequent Changes in Law or Regulation. Where a change can reasonably be applied to benefit, enhance or support Lessor's affordable housing goals, objectives and policies, Lessor shall have the right to claim the benefit from any subsequent change to any applicable state or federal law or regulation that might in any way affect this Lease, the Affordable Restrictions, any Related Agreements or their respective application and enforceability, without limitation. In such instance, this Lease shall be construed or, where necessary, may be reformed to give effect to this provision, but such construction shall not pennit a fundamentally inequitable result for any party. Section 20.29 Government PUIl>ose. Lessor, through this Lease and the Affordable Restrictions, furthers a government housing purpose, and, in doing so, expressly reserves and in no way shall be deemed to have waived, for itself or its assigns, successors, employees, officers, agents and representatives any sovereign, quasi-governmental and any other similar defense, immunity, exemption or protection against any suit; cause of action, demand or liability. Section 20.21 Breach of Related Agreements/Remedies. To the extent that any purchase and sale or Related Agreement relating to the Demised Premises incorporates, relates to and/or is contingent upon the execution of and/ot' any performance under this Lease, any material breach under such other agreement shall be a material breach of this Lease and any material breach under this Lease shall be a material breach of such other agreement. Moreover, the parties agree that any remedy available for any breach under this Lease or any Related Agreements shall be cumulatively or selectively available at Lessor's complete discretion, with any election to avail itself or proceed under any particular remedial mechanism in no way to be construed as a waiver or relinquishment of Lessor's right to proceed under any other mechanism at any time or in any particular sequence. Section 20.22 S\l1)plemental Administrative Enforcement. Lessor, or its appropriate agency, may establish under the Affordable Restrictions, as amended from tinie to tim~ during the Tenn of this Lease, su~h rules, procedures, administrative forms of proceedings and such evidentiary standards as deemed reasonable within Lessor's legislative prerogative, to implement enforcement of the terms of this Lease and the Affordable Restrictions. Such forums may include but in no way be limited to use of Code Enforcement procedures pursuant to Chapter 162, Florida Statutes, to determine, for and only by way of one example, and not as any limitation, the facts and legal effect of an allegedly unauthorized "offer to rent", or, for another example, an unauthorized "occupancy." However, nothing herein shall be deemed to limit Lessor, Initial Lessee or any mortgagee from access to an appropriate court of competent jurisdiction where the resolution of any dispute would be beyond the competence or lawful jurisdiction of any administrative proceeding. Page 42 of 52 Doell 1764957 Bk~ 2438 Pg~ 253 Section 20.23 Exceptions to Lease/Rental Prohibition. In addition to privileges recognized herein for Initial Lessee and certain "bulk" purchasers, Lessor or its designee, in its sole discretion, shall have the right to adopt as part of future Affordable Restrictions provisions to allow Su blessees the limited privilege to rent or lease their Affordable Housing Units to qualified persons. Requests for such approval shall be made in accordance with such procedures Lessor may in the future choose to adopt. It is contemplated, though not promised or required, that certain limited rental provisions may be adopted in the future for circumstances such as, for example, but without limitation: duty. (a) A Sublessee's required absence from the local area for official military (b) An illness that legitimately requires a Sublessee to be hospitalized for an extended period. (c) A family emergency legitimately requiring a Sublessee to leave the Keys for a period longer than thirty (30) days. Lessor. in its discretion, shall have the right to amend, modify. extend. decrease or terminate any such exceptions under this Section 20.23 or the Affordable Restrictions at any time. Section 20.24 Drafting of Lease and any Related A&"~ement. The parties acknowledge that they jointly participated in the drafting of this Lease and any Related Agreements with the benefit of counsel~ or bad the opportunity to receive such benefit of counsel, and that no tenn or provision of this Lease or a Related Agreement shall be construed in favor of or against either party based solely on the drafting of this Lease or the Related Agreement. Section 20.25 Lessor's Duty to Cooperate. Where required under this Lease or Related Agreement, Lessor shall, to ensure the implementation of the public affordability purpose furthered by this Lease, cooperate with reasonable requests of Initial Lessee, Sublessees, mortgagees, title insurers, closing agents, government agencies.l;lnd the like. regarding any relevant terms and conditions contained herein. IN WITNESS WHEREOF, the Lessor and the Lessee have hereunto set their hands and seals, the day and year above written. Signed, Sealed and Delivered in the presence of two witnesses: . .; ~. c.":":": :,:-,~.;.... . .t' ...~ '., :- '. ,.' -, .i ;-~_-:'~~l L,. ,\1 . . . ! riPtte4.;"M~me )~~'.~~.J \&~ f."~$OAl\lN'l':'.J(~~oJ;J "_..:. ... :E1 ~""", -~' a..lA.G..l..o. o;.-;..;';.~ . 4 ..~. i:z.,:,~... i!ii ~ :.~ . ~;$i O~P:ftVCl.~P" ' i..~I,:-,'I......._ -;:{v1? ~~'.:rff-~:P' "-0:_-.:;;::;;: ~... :;saoa: MO~COUNTY m~r C\o.(lt\~s,'~~'rY\r Cy Page 43 of 52 MONROE COUNTY ~TTO NEY OVED A 0 Daca 1764957 Bka 2438 Pgd 2e4 Printed Name (both as to Lessor) LESSEE: ~ OVERSEASRE~WPM LLC CI /' ;:-re:;-N:~: }~~ k ~ ~hW~~ (both as to Lessee) Page 44 of 52 EXHIBIT "A" Doc" 1764957 Bka 2438 Pgd 255 LEGAL DESCRIPTION DocI 1U't1II .. alii .... UZt OIl ~. :J:.1eD4 bewa. a. 1It;to_ J..1u4 u4l1oN.r1a a100k 38F CIOD",-\.,,-20 1ot:a.. ~ t:o GIlOIlGlII z,. ~"",p'. Jl'J.a1: oe . paft oe ftoa1I: t.1aacI zeaozde4 ill. .1a~ BooIt 1, ... !IS, Ifoa:me eo..t:J', fi~Ua z.~. .u..so ftat:. po.ft.:Loa d fiftlt; .....- ~ ad kiag het:IN-. 1d.oc* J8 aDd 3', GIIOItIIII 1'.. ......."....T.nr. .1aot .~ . pact. oC 8toa:k S.1.. ~ ia dt.ao"..~ by -..o11l1::loa ... :J:I-187., Itoud d Ccraatir ec-i.alOlMd, I:eCIIOz:dIIcI .... o~:r1oJA.1. ~~ BooIt U7, ..... "', d Ue l'IIbUo bcoa:dll ~ 1IoIu::oe Coui_, ftozi.4a. .... CO*n' ClfPlOIIL ... Page 45 of 52 Doc" 17649'7 SkU 2438 PgU 2eS RESOLUTION NO. 33 -1973 WHEREAS, tb.. !lO&J:d at CaUDty Commtuloaer. (Jf Monroe CiotUlty. Florida, b. been petitt_ltd to renO'ODClt _d dbel.lm any 1'i,ot of the County and the public in end to the hfarelttafter d..cr:\bed .treet, alley-way, road or highway a. delineated on the hel'ejoaftar duc:rlbed map or plat, aDd WHEREAS. <lu. Ilotic:c ba. been publbhosd qd . pub1i~ bearlll' baa been held hl acco..dance with Chapt.~ 336. Flo..lda Statut... and WHEREAS. at ..id public heam. no objectl0ll8 were made to the ren01U\.(:b:lg ucl1Uel:;l&1mlng of any right of the County aud \be pabllc in and to the hereinafter d..e\"!bed au..t. ..Ue,.-w..,.~ road or Mabway ... deli~.at1l4 on the bereb1afte:r d..crlbec2 map 01' plat, DOllll' therefore. BE IT RESOLVED BY THE BOARD OF COUNTY COMMlSSIONE1\B OF MO~ROI!: COUNTY. F.LORWA. that .~ld Boud hel'eb, J'enOUDc.. and dhclall'lul ~y rtabt o! the COUllty ~ the plloLic 1n aDd to tho folloWing <le- .c:dbed. atreet, 811.,.-_ay, ~ad or hl.hw..,. .. delbl.ated O!II the hereinafter delcri.bed map or plat, tOawU: Tluti: port icm af Fir.t "'"Due lyiDl ad be!lll 11..........11. Block. 38 lUld 39, McDoDa1cl". Plat, Stock leland, recorded. In Plat Book I, pa,. S5 of the Public lleeol'd. Of MODJ'OO CoutIt,. 1'10"4.. BE IT ruRT~1t RDOL YEn BY SAID BOARD that the Clerk of aai4 Board be, atld he I. hereby ordered to pllbl1lh l1ot1c. of ..1.d meetlll, in I!,ccol'diUlC:. with the provutcnla of-ChIlpter 336, Flodda Statut... DATED Uarc:h 21. 1975. Page 45a of 52 EmIBIT MBw Doc:tI 176495'7 8k_ 2438 pga 251 DEPICTION OF PROJECT LAYOUT ~ ~1lli1 . . .. en ~. ~ ~ I r-- Page 46 of 52 " D '!Jl '/.l<hIta( i)'''lS ~^l! ptW'0I1 0-11 (l()gI;I llf.:\ Ot!l I*> 'l4 1UA ~ 'tB.tlll ~ 019 PlUaoa 3~ DOn .r..?:UDliliV 'Y'd ':ldOd '3 smOw. DocU 1764957 Bklt 2438 pg" 258 -----:::::::~.___ ii- -- 4\~'\t~1"!p):"1 ,\\t/"~"l1~l1,l)"~"'!oW\tYi~~'II, 1\_ .&\"I@J"W~!!J~111, ~ ~...~ ",~$ ",.,... B. ~! 1$ - ,. I ~,Jl.4"1 .t' ~ tnfl H' ~'II -II.' \ rullJ 11\ 1 n,' 'i--- 1t.""Qm~/r"" ~ ~ ~~; J ~I""\ -~'t,1'" '~~ (':: <!) (!)@<!>@@@@@@ L ~&i. 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"1,,, ~ ,'::;tl " II" " I - ,.... ~" {~ ~ ~~~ ~~~ t~~~;@@ @@ @@ @@ @@ @0 I l:l ~ :...,,< [~i'4""J: ~~~ I }}, 111) 'It/, :\"1 Wt." I" ~~t11 ]U/, ,-\H ~~";' IJ,,~ ~\ ~~~'\' '''~ ~\HI Ui. :\\ f/{&..... r i> '~S ~ :" ~ ~ ~ ~ ... ~..... 'to" n:: \ - _. _ i't:o =l-~ ~ ..~'.... _ ~,...."".\'\QoJ'tu\~),1I1;(.o-tn\\'.... I'IIII1\Ci'J,,.,\,,,"'" ".II,IU\6",un\'\"'" ~o".r;;-fl,iJR~\' "/UI\\\ ~~\~,o,:~J..rmt~ f ......... III ~ n J I 61 I I ",\\\lIflll....... ~ T ~ ~/...,'"\'.,,'~ , I I $@ 1, I ~J I 00 Ij~ :J ~ ~ &::: ~ ~ -~~~,'r,JO..........-..~_~~...,...,.. ft-__... ..c._ _c r::"1 D 'U '!:~r 1I~!: "^If PIWoa oar: 00t9 ptWoa DVR oogg II II .s j J At tlQll l!II2 C-l 'II _ l<I)I ""U18 0I1lU1 010 .t:lI.lJIDD 'V'cr ':IclOd 11 S'VROKL Doell 1764957 Bka 2438 Pg" 259 ~ ~ dl ~ ~ I ! t --._~\fIIoI__"""~+~_...-;."-' .,. iIt. ----...._.......-.., Page 46b of S2 D 'M "pUe{"I =i~O'lS ..AI! PIWU<'Cl ""PI. QO~ UK _ (lIGll) 'U 1St/! l'elI ~ ..,fItIl Gill ~ p(mfOa 01IJII 00G9 .t:Xi'J.llDm' Td ':rdOd o:r SVROHL tlf .- "'" - .... i ! :;) 11 e i i ... m ! ~ ! ~ .. Doc:tt 1164957 Bk~ 2438 Pg~ 260 f ii i "'"' :tit! i ~ I i !i "'l~~..;y.......~~~".....-'CI'~. .rl_~ D 'LI "P1Ill(!l1 ~~ ~N' JI'lllI'OCl OGM 00Clt: P[lmOU Oltia' OOG9 .,.... """ Deed 1764957 Bk~ 2438 Pg~ 261 nlz ~ ('lGt) 'U 1'"04 &en 'leNW euDA OlG ~ ~I L:J:wR:JBV TeI ':ldOd '51: SVROKt dl ..... A -0 E i3 ~ t III ~ =1 I 11 - A I r:I 0 ::I ! ; i ~ 3t i !l ;g e f Ell J ,.,-...--..,o....-w....~....~~"'..__.~--_ Doc" 1764957 BkN 2438 Pg~ 262 This Instrnrru:nt Prepllred By; JERRY COLEMAN, P.L. 201 Front Street, Suite 203 Key West, Florida 33040 EXHIBIT "C" COMMENCEMENT DATE AGREEMENT This Agreement IS. made as of {ULessor'1 and 200_ by and between ("Lessee''). WHEREAS, Lessor and Lessee have entered into a LeaBe dated . , 200_ for Premises designated on Exhibit A attached to the LellSe, which was duly recorded at Book _Page _' along with a Related Agreement, that certain Agreement for Sale and Purohase, dated _, 200_. recorded at Book_ Page _ all of the Public Records of Monroe County, Florida. WHEREAS, the Commencement Date, as further defined in Article m of the Lease. has occurred; and pursuant to the Lease, Lessor and Lessee desire to confinn various dates relating to the Lease. NOW THEREFORE, Lessor and Lessee agree and aclmowledge that the infonnation set forth below is true and accurate. Commencement Date: ,200_ Initial Term Expira.tion Date: ,210_ The execution of this Agreement shall not constitute an exercise by Lessee ofits option with respect to any Extended Term. EXBctITED as a sealed instrument on the date first set forth above. LESSOR: LESSEE: By: By: its its Witness 1 Witness 1 Witness 2 Witness 2 Page 47 of 52 Doclt 1764957 SkU 2438 Pglt 263 EXHmIT "D" TenTlPortiOfl ~ Bill! TelTTl Portion ~ 8!ll! Lease Year 1 Aug 1 ZOOO $10.00 L0810 Year 51 Aug 1 2056 $10.00 LeaSEI Yemr :1 Aug 1 2001 $10.00 l.o81e Year 52 Aug 1 2057 $10.00 Lease Year 3 Aug 1 2008 S10.00 LeMe Vear 53 Aug 1 2058 $10.00 Lellle Year 4 AUg 1 2009 $10.00 Loue Year 504 Aug 1 2lI59 $10.00 Lease Year 5 Aug 1 2010 $10.011 Leaso Year 55 Aug 1 2060 $10.00 Le30e YOlr 6 Aug 1 2011 510.00 Lallie Voar !!6 Aug 1 ZOlJ1 $10.00 LesSll YBar T Aug 1 2012 $10.00 lell8B Year 51 Augl 20112 $10_00 L0300 Yoar 8 Aug 1 2013 510.00 Le_ Vell!' 50- Aug t 2003 $10.00 lBiIu Year 9 Aug 12014 $10.00 t.aase YIIlIC' 59 Aug 1 2064 $10.00 l.easeYoar 10 Aug 1 201S S10.oo Lealle V8lIr 00 Aug , 2065 $10.00 Leale YlIlIr 11 A.ug 1 2016 $10.00 lealie Vllar Bl AuQ 1 2006 $10.00 Lean Yoar 12 Aug 1 2017 $10,00 Lease Year 62 Aug 1 2tI67 $10.00 LBlUKilY_'3 Aug 1 2016 $10.00 LtI8l1lt Year 63 Aug 1 2068 510.00 Ll!laSll Year 14 Aug 1 20111 "0.00 1."88'1'__64 Aug 1 2De9 $10.00 LeaBo VIMr 15 Aug 1 2020 $10.00 LeaMYClllr85 Aug 1 207D 510.00 lOOM Year 16 /lUll 1 2021 $10.00 Lea!Mt VltOr 811 Aug 1 2071 $10.00 Lease Year 17 Aug 1 2022 510.00 l.lIneYelf67 Aug 1 2072 $10.00 le_ VelIr 18 Aug 1 2023 510.00 Loase Year Il8 Aug 1 2073 $10.00 LeoSll Vesr 19 Aug 1 2024 $10.00 !..esse Year 811 AUO 1 2074 510.00 LeIlse Year 20 Aug 1 2025 510.00 Lease Year 70 Aug 1 2075 510.00 Lease Yeoar 21 Aug 1 202ft $10.00 LIIISlI Y8lIr 71 A.uil1 2076 510.00 lSlse Vllar 22 Aug 1 2027 $10.00 LIIIIII Vear 72 1w!11 2071 StO.oo l.II8M Veoar 2S Aug 1 2028 Sl11.00 LeneV..r73 IWg 120711 S10.00 Ulase Yeer 24 AUIl1 2029 $10.00 LeaN Year 74 1wll1 207; 510.00 Loase Yltar 25 Aug 1 2030 S10.OO Lflne Vllllr 7S A.ug 1 2030 S10.00 Uqse Yellr 26 Aua 1 2031 S10.00 LIIIoHV_711 Auv 1 20&1 110.00 I.Nlle Year 27 Au; 1 2032 $10.00 Leue V..r 77 Aug 1 20112 $10.00 LllalNl Year 26 Aug 1 2033 510.00 l8aaeYI1M711 Aug f 2083 "0.00 l.ll/JsoYeoa~29 Aug 1 203<4 S10.00 Le8ae Var 79 Aug 1 2034 $10.00 Lease Yuar Ji) Aug 1 2035 Sto.ao Lea.Vear 110 Aug 1 2OIl5 110.00 la_V.er31 Aug 1 2036 $10.00 LeaaeVeatll1 Aug 1 2Cl811 $10.00 LeaH year 3Z AUO 1 2031 S10.00 Leas!! '1'_112 Auo f 20117 $10.00 Lease Yoar 33 IWg 1 203B $10.00 LOIIe Velr!l3 A.ug 1 2ll8B 510.00 Ulaso Year 34 Aua 1 2039 $10.00 Lease Vur 84 Aug 1 20811 $10.00 leosI' YeBr35 Aug 1 20.10 S'O.OO Lllne Year as Aug 1 2090 $10.00 Leaso Year 36 Aug 12041 $1 0.00 lolleV.arSS Aug 1 2091 $10.00 Lelll!l Year 37 Aug 1 2042 $10.00 LOll.. VOIIrll7 A.ug 1 2092 $10_00 Lease Year 38 Aug1 2043 510.00 lealie Yoar &8 Aug 1 2093 S10.00 lease Yoar 39 A\lQ \ 2044 110.00 Lelltll Year 89 Aut! 1 2094 510.00 l.93se Voar 40 Aug 1 2045 $10.00 Louo Yoar90 ALl01 2Oll5 $10.00 lBiIQ Year 41 Aug 1 2046 $10.00 L081e Year 91 Aug t 2OlI6 110.00 Lease YIlSI'A2 Aug 1 2047 $10.00 L....eYNt9l! Aug 1 2097 $10.00 Page 48 of 52 DocU 1764957 SkU 2438 PgU 264 EXHIBIT "E" LETTER OF ACKNOWLEDGEMENT TO: Initial Lessee, or its assigns Address of Initial Lessee, or its assigns DATE: This letter is given to (... ..Initial Lessee....) as an acknowledgement in regard to the Affordable Housing Unit that I am purchasing. I hereby acknowledge the following: · That 1 meet the requirements set forth in the Affordable Restrictions to purchase an affordable unit. I understand that the mrit I am buying is being sold to me at a price restricted below fair market value for my, future similarly situated persons and Monroe County's benefits. · That the Affordable Housing Unit that I am purchasing is subject to a 99-year ground lease by and between Monroe County, a political subdivision of the State of Florida, and (hereinafter '"Lease") and therefore I will be subleasing a parcel ofland. · Tbat my legal counsel. , has explained to me the teans and conditions of the Lease, including without limitation the meaning of the term "Affordable Restrictions", and other legal documents that are part of this transaction. · That I understand the tenus of the Lease and how the terms and conditions set forth therein will affect my rights as an owner of the Affordable Housing Unit, now and in the future. · That I agree to abide by the Affordable Restrictions, as defmed in the Lease. and I understand and agree for myself and my successors in interest that Monroe County may change some of the Affordable Restrictions over the 99wyear term of the Lease and that I will be expected to abide by any such changes. . · That 1 understand and agree that one of the goals of the Lease is to keep the Affordable Housing Units affordable from one owner to the next, and I support this goal. · That in the event I want to sell my Affordable Housing Unit, I must comply with the requirements set forth in the Lease, including but not limited to the price at which I might be allowed to sell it. the persons to whom I might be allowed to sell it to and that the timing and procedures for sales will be restricted. · That my lease prohibits me :from severing the improvements from the real property. · That my family and I must occupy the Affordable Housing Unit and that it cannot be rented to third parties without the written approval of the Lessor. · I lUlderstand that in the event that I die, my home may be devised and occupied by my wife. my children or any other heirs so long as they meet the requirements for Page 50 of 52 This modification or additional condition shall: NOT APPLY X APPLY to this Lease. This modification or additional condition shall: NOT APPLY APPLY to this Lease. Doc" 1764957 Bk~ 2438 Pg~ 265 EXHIBIT "F" Modified or Additional Conditions Section 12.012 Initial Sale/Lease of Unit By De\llllopet:{Initial Lessee rADDmONAL PROVISIONl Initial Lessee acknowledges that there shall be reserved by this Lease a right of first refusal in fawr of Lessor to purrhase or designate purchasers for any Affordable Housing Units offered for sale or lease. Initial Lessee shall provide Lessor with written notice of its intent to commence marketing efforts and Lessor shall have ninety (90) days from the date of Lessor's receipt of the notice to enter into a reservation agreement with Initial Lessee for the purchasejlease of all or a portion of the Affordable Housing Units, unless Initial Lessee bas been authorized, in writing (which the omission of this provision may itself constitute), by Lessor to sell the Affordable Housing Units to individuals otherwise qualified toown/rent the Affordable Housing Units and subject to aU other affordable housing covenants of record. Notwithstanding anything contained herein to the contrary, all purchasersflessees of such Affordable Housing Units shall meet Lessor's requirements of moderate or lesser income affordable housing, adjusted for family size, and any other applicable Affordable Restrictions. N1A Page 52 of 52 Doctt 1764957 Bktt 2438 Pgn 266 "EXH I BIT e'l Doc" 1764957 Sku 2438 Pgh 267 SUB-LEASE AGREEMENT BETWEEN OVERSEAS REDEVELOPMENT COMPANY, LLC & FLAGLER VILLAGE LIMITED PARTNERSmp, L TO, THIS SUB-LEASE AGREEMENT is entered into this L~ay of August, 2009 by and between Overseas Redevelopment Company, LLC, a Flo~Limited Liability Company (hereinafter "Sub-Lessor") and Flagler Village Limited Partnership, Ltd., a Florida Limited Partnership (hereinafter "Sub-Lessee~'). WHEREAS, Sub-Lessor is the lessee under that certain ground lease dated July 19, 2006 between Sub-Lessor and Monroe County, a Political Subdivision of the State of Florida. as Lessor, for the real property located in Monroe County, Florida described on Exhibit "A" attached hereto (hereinafter referred to as the "Ground Lease," a true copy of which is attached hereto as Exhibit "B"); and WHEREAS, Section 12.01 of Article XII of the Ground Lease prohibits the assignment or sub-letting of the Demised Premises without the written consent of Monroe County; and WHEREAS, Sub-Lessor desires to sublease the Demised Premises to Sub-Lessee and Sub-Lessee desires to sublease the Demised Premises from Sub-Lessor on the tenns and conditions contained herein; and WHEREAS, Monroe County, having reviewed the proposed sublease. desires to consent to the sublease. NOW THEREFORE, the parties do hereby say and agree as follows: 1. All of the above recitals are hereby incorporated into this Sub-Lease Agreement. 2. Sub-Lessor hereby sub-leases to Sub-Lessee, and Sub-Lessee hereby sutrleas~ from Sub-Lessor, the Demised Premises undC! the Ground Lease. This Sub-Lease is contingent on Sub-Lessee obtaining an award and receiving funding for HC tax credits from the Florida Housing Finance Corporation. 3. Sub-Lessee hereby agrees to be bound by all of the tenns of the Ground Lease, and hereby agrees to assume and perform all of the obligations of the Sub-Lessor under the Ground Lease. This Sub-Lease is intended to transfer site control to Sub-Lessee. 4. The term of this Sub-Lease Agreement shan be concurrent with the remaining tenn under the Ground Lease. 5. The rent for the$~,.1~)l!klk:~IDff initial lease payment of $1,000,000.00, then. as available from cash tlow_~~1.ii~a.t of not less than $1.00 per year and not to exceed $50,000.00 per year. ~VJf'EJ}f 1 ANNVO 91 :ZI Wd z- cBS 6IDZ mlO:J3H ~O.:l 031U Docl:t 17649'37 Skt:t 2438 Pgt:t 268 6. The Sub~Lessee shall be pennitted to encumber the leasehold with a leasehold mortgage in order to complete the improvements to the land. The Lessor hereby consents to a leasehold mortgage for said purpose. 7. The Sub-Lessor (Overseas Redevelopment Company, LLC) is not released from its obligations under the Ground Lease. 8. This Sub-Lease Agreement shall be governed by the Laws of the State of Florida. IN WITNESS WHEREOF, the parties have set their hand and seal the day and year written above. CONSENT TO SUB-LEASE 1._. _ ~7";.~',:-. @~..;-':"'. -"-'- The undersigned hereby consents to this sub-lease. . ,}.~-=::..c-:... - ;-; '-.. /' C=. Pi'T1J ' : i~?;;'"'''J~3 R.-. .' i~ - :1..:.'.' ~ . i . \ ~ .~~:,...~...... ~~'.:. ~::' .... ~ ~u"-:l k;~j ., ., . '- ~:\,~ - ~1-~f:~~~:;'." Date:~9"~ ~ <..~ .'...;,..... tia..n';t ~,I<.lh"J" c.-I..,k . By~ ~J.dc..l!J.0/~. D~vt-I c l~( k.. SUB-LESSOR: Overseas Redevelopment Company, LLC By: Ma MONROE COUNTY OFFICIAL RECORDS SUB-LESSEE: Flagler Village Limited Partnership, Ltd. By: Overseas G.P., LLC, its general partner M~eC~~.Ofi'Its.Od&W AGREEMENT Pursuant to Section 380.032(3), Florida Statutes TillS SECTION 380.032 AGREEMENT is entered into between the Department of Community Affairs, an agency of the State of Florida (hereinafter referred to as "DCA" or Department"), Overseas Redevelopment Company, LLC (hereinafter referred to as "ORC"), and Monroe County, a political subdivision of the State of Florida (hereinafter referred to as "County"), pursuant to the terms and conditions herein and 9- 380.032(3), Florida Statutes. \VHEREAS, Monroe County, Florida includes within its boundaries all of the Florida Keys and is known as an Area of Critical State Concern, as designated under Sections 380.05, Florida Statutes, and Chapter 28-36, F.A.C.; and WHEREAS, the DCA is the state land planning agency having the power and duty to exercise general supervision of the administration and enforcement of Chapter 380, Florida Statutes, the Environmental Land and Water Management Act (the "Act"), which includes provisions relating to areas of critical state concern; and WHEREAS, DCA is authorized by 9 380.032(3), Florida Statutes, to enter into an agreement with any landowner, developer or other governmental agency as may be necessary to effectuate the provisions and purposes of the Act, or any related rule; and WHEREAS, in March, 2005 ORC entered into a contract to purchase a parcel of real property located on Stock Island, Florida comprising approximately 3.56 acres, as is more fully described in Appendix "A", also known Overseas Trailer Park (the "Property"), pursuant to which contract ORC, as contract vendee, is entitled to seek and obtain government approvals for the development of the Property~ and WHEREAS, after acquiring the Property, ORC presented an application for an amendment to a conditional use to the County to convert sixty-three (63) mobile home sites to forty-nine (49) market rate housing units on the property; and WHEREAS, ORC negotiated with the County the terms of an agreement to resolve vested rights and other development issues that were the subject of protracted discussions between the County and ORC; and May 3, 2006 Page lof6 WHEREAS, the goal of the parties was to seek a means to preserve affordable housing by identifying a plan that would create workforce housing units and recognize certain remaining market rate units on the Property; and WHEREAS, it is in the public interest and consistent with current County ordinances and planning initiatives that Overseas Trailer Park be developed as workforce housing, rather than market rate units; and WHEREAS, it is in the public interest and consistent with County planning initiatives that private lands capable of supporting workforce housing developments be purchased and brought into public ownership when possible; and WHEREAS, the County recognizes that to achieve this public purpose it is necessary to provide Rate of Growth Ordinance rights (ROGO units) as part of the purchase price incentive to private landowners in the position of ORe. NOW, THEREFORE, in consideration of the mutual covenants and the terms and conditions set forth hereafter, the County, ORC and DCA agree as follows: L Incorvoration of Recitals_ An of the foregoing recitals are incorporated into this Agreement. 2. Develonment Aereements. 2.1. The parties agree that the Property that is subject of this agreement, based on the most accurate historicaJ information available, has sixty-three (63) ROGO units allocated to the Property. 2.2. The parties agree that ORC currently has the lawful right to construct forty-nine (49) market rate units on the Property. 2.3. The parties agree that there presently are an additional fourteen (14) market rate ROGO units on the Property that may be transferred off site by ORC. 2.4. The County will purchase the Property from ORC pursuant to the following terms and conditions: a. The County will pay to ORC the sum of Two Million Five Hundred Thousand Dollars ($2,500,000.00) in cash in exchange for the transfer of ORC' s fee simple ownership in the Property. b. The County will lease the Property back to ORC in a lease format approved by the County and ORC for a term of ninety-nine May 3,2006 Page 2 of6 May 3, 2006 (99) years for a rental rate of Ten Dollars ($10.00) per year. As tenant, ORC shall assume all expenses and obligations of ownership of the Property. As set forth below, ORC will redevelop the Property into a workforce housing community, which ORC will operate and manage consistent with the County's workforce housing regulations, as amended from time to time, including oversight by the County Housing Authority. c. The County will allocate eighteen (18) of its affordable ROGO units in its inventory to ORC for the redevelopment project, and ORC will provide thirty*one (31) of its ROGO units to the project. Said eighteen (18) County units and thirty-one (31) ORC units shall be used by ORC to redevelop the Property into a forty-nine (49) unit workforce housing community. The County may substitute thirty-one (31) of its affordable housing ROGO allocations for the 31 ORC units and in which event ORC will assign the 31 ORC market rate ROGO allocations to the County for its use. Thereafter, ORC shall own all forty-nine (49) units and shall be able to sell the same to third parties in accordance with the County's workforce housing guidelines. The parties agree that ORC shall have the greatest possible latitude under the workforce housing guidelines in its selling of units in the community, and . . shall be able to sell such units at the maximum prices permissible under the workforce housing guidelines, including but not limited to those prices chargeable to people in the "moderate" income classification. d. The remaining thirty-two (32) market rate ROGO units retained by ORC may be sold by ORC upon such terms and conditions as it in its sole and absolute discretion deems appropriate, and such units may be transferred off the Property singly, in groups or all together to a receiver site or sites. ORC shall be entitled to transfer such units at such time as it has been issued a building permit for Page 3 of6 the redevelopment of the Property as set forth above. Each of the thirty-two (32) ROGO units to be transferred off the Property is deemed to meet the transfer criteria established by County regulations and ordinances and shall be transferable as of right to a receiver site. The units transferred off may not be transferred beyond the Lower Keys District boundaries unless and until the nutrient reduction system is officially dispensed with as a result of official state action or judicial decree. The units being transferred off-site may not be transferred in a Tier 1 zoning district; or a special protection area if the construction of the units would require clearing of natural habitat; or if evaluated under ROGO the site would receive negative points under habitat protection, threatened or endangered species, or critical habitat. e. The transfer of affordable units from one owner to another win be monitored by the County in a manner to be determined by the County from time to time. r U nW such time as Monroe County shall adopt "workforce housing" regulations ORC shall comply in all respects with the definition of "affordable housing" in the Monroe County Code and shall additionally require each unit purchaser or adult occupant to be a member of the Monroe County workforce, i.e. to be gainfuUy employed, full time, in Monroe County at the tim~ of purchase or occupancy and to remain so employed for not less than five years thereafter. 3. Construction of the Agreement. The parties hereto have entered into this Section 380.032 agreement in recognition of the unique circumstances applicable to the Property, and in consideration of the public benefits to be obtained by preserving workforce housing stock. Accordingly, this Section 380.032 Agreement should not be construed as establishing precedent or procedure for any other development application. May 3~ 2006 Page 4 of6 4. General Provisions. The County will not take any official action through its agents or employees which would contravene, interfere with or alter any provision in this agreement. 5. Authorized Si3ostures. The Board of County Commissioners of Monroe County, or its authorized designee, shall execute this Section 380.032 Agreement on behalf of the County following approval of this Agreement by the Board of County Commissioners. The Director of the Division of Community Planning, or his/her authorized designee, shall execute this Agreement on behalf of DCA ORC shal I execute this Agreement by its duly-authorized officer, 6. Entirety of A2reement. The County, DCA and ORC further agree that this Section 380.032 Agreement contains the entire and exclusive understanding and agreement among the parties and may not be modified in any manner except by an instrument in writing and duly signed by the County, DCA and ORe. 7. Duplicated Oriainals. This Section 380.032 Agreement may be executed in any number of originals, all of which evidence one agreement, and only one of which need be produced for any purpose. 8. Enforcement. In the event ofa breach of this Section 380.032 Agreement, or failure to comply with any condition of it, the County, DCA and ORC may enforce this Agreement pursuant to ~~ 380.05 and 380. II, Florida Statutes, or as otherwise provided by law, 9. ScoDe of Authority. This Section 380.032 Agreement affects the rights and . . obligations of the County, DCA and ORC as provided under the terms herein and Chapter 380, Florida Statutes. This- Section 380.032 Agreement is not intended to influence or determine the authority or decisions of any other state or local government or agency in issuance of any other permits or approvals that might be required by state law or local ordinance for any development authorized by this Agreement except as otherwise provided herein. I (). Effective Date. This Agreement shall take effect upon signature of the last of the parties to sign this Agreement. May 3, 2006 Page 5 of6 IN" WITNESS WHEREOF, the parties by and through their respective undersigned duly authorized representatives have executed this Agreement on the dates and year below written. OVERSEAS REDEVELOPMENT DCA COMPANY, LLC JUt 1 9 2006 irecto Commu Planning, DCA Da;Ak.~ Date signed \' ~. '. ' oL "Art!:~ . ~CU!RK ~ f') 0 C;;;Io ""Tl " C> c= % :;po. ~ (- :;Onz ::l)Io rtl c: or-::;:: (;") (":) ~=r.:-< ., n. r 0 0(":)" .::- :;:l) c --:J~ :r:?Oo " ".? -{n!:: :::r:; Fl -<.-....t~ I.) . . ;p- C" 0 'T\ (;') ;0 r > l"ll 0' Cl May 3, 2006 Page 60f6 EXHIBIT "A" LEGAL DESCRIPTION Doell Imi. IIcII 2131 p.. 232t on ~ r.1.and bOWZl .a Stook 1.J.a:Ad ua4 BeJ.ng B100k 38, aoa...... ,..hg . 20 10", &OCIOZd:I.slg to CJI:OItQlI 1.. ~~"f8 >>1.&'1: ~ a paz:f:. ~ B1:oak t.J.aad ~ .t.n P.1.at .Book 1, .ap 55,. NoIu:oe Co1ult:y', I'lod.de. .hIOO%Cb . ALSO What:. porUcm o~ )'kat .&.......118 lyiDq aucl ~ .bet:vaea. B1aak 38 aad. 39 f cmoaQII L. IfaIJOfIAr.DrS 1"1&1: o~ . pu:ot: ~ 8t:oclk r.J.lId J:eaOZ'dIIcl iD dl.a1.aiIM<l by "'o1u1;t.oa _. S3-1873, ao.z.cl f4 Couat:r C.--,f..j.~.. J:eOOI:decl :La. o~~loia1. Beoozct. Book 63'1, paIp 931, ~ ~ hblJ,q R8ooa:cb o~ ~ CouzJ.ta'. I'1o:r:Lda. ..... COUN1'Y OPPICI11. IIl!CGIlO$ Page 45 of 52 RESOLUTION NO. 33 ~1973 WHEREAS. tb~ 1'3oard of County Commissioners of Monroe County. Florida. hall been petitioned to renounce and disclaiM any right of the County and the public in and to the hereinafter described utre!lt, aller-way. road or highway as delineated on the hereinafter dellcribed map or plat, and WHEREAS, due notice luu been publi8hed and a public hearmg bas been held in accordance with Chapter 336. Florida S~tute8. and WltEREAS, at said public hearing :110 objections were made to the renouncing and diuc:1aimwg of any right of the County and the public in and to the herematt'lr dcscdbed street, alley~w&y, road or highway llU delineated on the hereinafter described map or plat, now therefore. BE IT :RESOl..V:E:D BY THE BOARD OF COUNTY COMMISSIONERS OF MONROE COUNTY. FLORIDA, that s~id Board hereby renounces and die.elll.ima anY1:ight of the! CD'IUlty and the p\1blic in and to the following de- 8cdbed street. a.lley-way, :t'Qad or highwa.y ae delineated on tb& ne:l:'einaft.er described tnap 0:1:' plat, to-wit: Thllt portion of l1'ir.t Avenue lying and beUtS between Blocks 38 and 39. McDonaldl, Plat, Stock Island, recorded in Plat Book 1, page 55 of the Public Record. ot Monroe County. Florida. B& IT FURTHER RESOLVED BY SAID BOARD that tbe Clerk of lu~\d BOll."td be, an4 he is hereby ordered to publish notice of said meeting i.n. accordance with the provi8ion8 Df Ch.&pteX' 336, Florida Statutes. DATED Ma.rch 7.7, 1973, i BOARD OF COUNTY COMMISSIONERS AGENDA ITEM SUMMARY Meeting Date: Julv21,201O Division: County Attornev Bulk. Item: Yes No Department: Code Enforcement Staff Contact PersonJPhone #: Lisa Granger. 292-3470 " AGENDA ITEM WORDING: Request by Property Owner Rebecca Newman for further reduction of fines in Code Enforcement Case CE09080129. Fines Total $42,700.00. Costs Total $325.74. ITEM BACKGROUND: On August 18, 2009 t Code Enforcement received a complaint from the tenant of this subject property that his apartment had bad wiring and that the homeowner was hiring Unlicensed Contractors to do other electrical work. Due to the serious nature of the complaint, code enforcement responded by immediately going to the subject property, posting a Stop Work Order and requesting an electric inspection by the County's Electrical Inspector, On August 25,2009 the Building Official deemed the property Unsafe due to serious electrical violations. A Notice of ViolationINotice of Hearing was mailed by certified mail to the property owner. The certified mail receipt was returned to the county stamped with "No Mail Receptacle" and "No Forwarding Addressn. Therefore the subject property was posted and Notice was remailed via First Class on September 15,2009. A hearing was held by the Special Magistrate on September 24, 2009. The Special Magistrate ordered a compliance date of October 22, 2009, and fines of $350.00 per day were ordered if compliance was not gained by October 22~ 2009, The Special Magistrate also ordered no occupancy of the apartment. On September 30, 2009 and October 1, 2009 the violations. corrective actions and findings of the hearing were explained in detail to Mrs. Newman. On October 29t 2009 a permit was submitted to the County. On November 24, 2009 the pennit was ready for pickup. On December 9. 2009 the permit was picked up. On January 21, 2010 a reinspection was completed because there had been no contact from the property owner or the Electrical Contractor. The reinspection showed no apparent repairs and a new tenant was occupying the lower apartment. The new tenant informed the inspector that he had moved into the property 2 weeks prior, he was aware of the code violations and he had an agreement with the property owner that he would bring the property into compliance as a condition of his rental agreement, The tenant was informed that the Special Magistrate ordered No Occupancy of the apartment and that the repairs of the electrical violations be performed only by a licensed Electrical Contractor. Research on the property revealed that this property is zoned an improved subdivision (IS) and that duplexes are prohibited. Therefore another Notice of Violation\Notice of Hearing was sent to the address of record, and again the Notice was returned as "unclaimed", On March 4, 2010 the property was again posted. The next day Mr. and Mrs, Robert Jolmston presented themselves to the County as the new owners of the subject property and stated that the title to the subject property had been transferred to them without disclosure from Mrs. Newman of the code enforcement violations. The title was transferred to the Johnstons on February 18, 2010. Compliance on the Unsafe Electrical violations was finally achieved on February 23, 2010. The Johnstons are still working toward compliance on the Duplex violation. Fines ran for 125 days on the Unsafe Electrical Violations totaling $42,700.00. On March 4, 2010 the County extended an offer to Mrs. Newman to reduce the fines to $11,000.00 plus costs to date which were $325.74. PREVIOUS RELEVANT BOCC ACI'ION: CONTRACT/AGREEMENT CHANGES: STAFF RECOMMENDATIONS: NOTICE OF NO TITLE SEARCH AND NO TITLE INSURANCE Re. SeUer Buyer: Property: Date: REBECCA NEWMAN, AS TRUSTEE ROBERT D. JOHNSTON AND OIAN D. JOHNSTON lot 14, Block 3, Punta Brisa Subdivision February .~ ,2010 John Jay Watkins, Esquire, P.O. Box 250, LaBelle, Florida, 33975. ClosIng Agent: The undersigned parties acknowledge that the Closing Agent has not been hired or pard to conduct a title search for the real property in this transaction. The undersigned parties acknowledge that they have been advised to obtain evidence of titfe by having a title search done and purchasing an owner's titfe insurance policy for the property they are purchasing. Estimated title search fee: $150.00 Estimated title insurance premium for $275,000.00 policy: $1,450.00 The underSigned voluntarily decline to have a titfe search and title insurance issued for this transaction and waive all claims against Closing Agent that would have been revealed by a title search or covered by owner's titre insurance. BU~~~ ROBERT . JO STON cs;;;,~~.~ DIAN D. JOHNSTO Pr~plu.ed wllhoullltlf: examinalion by: John Jay Watkins, Esquire John Jay Watk~n8, P.A. P.O. Box 250 LaBelle, FL 33975-0250 PllrcellD Number: A32 -42-30-AOO-O 020-002 0 Warranty Deed This Indenture, Made this day of February I 2010 A.D.. Between ROBia'!' D. JOHNSTON AND DIAN D. JOHNSTON, HUSBAND AND WIn:: of the County of Hendry State of Florida , grantors, and REBECCA E. NEWMAN BRADEN, TRUSTEE OF THE NEWMAN MARITAL TRUST U/A DTD 9/11/1992 who.e add res! 1S 19350 SW 312TH STREET, HOMESTEAD, FL 33030 of the County of MIAMI - DADE SllItc of Florida , grantees. Witnesseth thaI the GRANTORS. for and in C(Jnsidet'lltlon ofthc sum of ------------------------TEN DOLLARS ($10) ----------------------- DOLLARS, and other good and valuable consideration 10 GRANTORS in hand pllld by GRANTEES, the receipt whereof is hereby acknowledged. have granled, bargained and sold to the said GRANTEES and GRANTEES' helTs. suc=ors and assigns forever, the followmg desenbed tllld, situate, IYJng IInd being In the County of GLADES State of Florida to Wll Commencing at the Southwest corner of Section 32, Township 42 South, Range 30 East, Glades County, Florida; thence S 8904710711 E, along the South line of said Section 32, a distance of 1828.54 feet to the East line of the west 498.38 feet of the East one-half of the Southwest one-quarter of said Section 32, and the Point-of-Beginning; thence North 0000010711 East, 767.21 feet, along said East line; thenoe South 89047'0711 East, 758.87 feet; thence South 00000'071l West, 767.21 feet; thence North 891>47'0711 West 758.87 feet to the point-of-Beginning . LESS the right-Of-way forStata. Road 80.a8 existing. LESS AND EXCEPT a parcel of land lying In Section 32, Township 42 South, Range 30 East, Glades County, Florida, more partioularly described as follows: Commencing at the Southwest corner of said Section 32, Township 42 South, Range 30 East; thence run South 891>47'0711 East, along the South line of said Section 32, 1828.54 feet to the East line of the West 498.38 feet of the East one-half of the Southwest one-quarter of said Section 32; thence North 00 I> 00 10711 East, along said East line 49.29 feet to the Northerly right-of-way 1ine of State Road No. 80 (S.R. 80) and the Point-of Beginning of the lands herein described; thence continue North 0000010711 East, a10ng said East line 717.62 feet thence South 89047'07" East, 455.48 feet; thence South OOoOO'07n West, 717.91 feet to the Northerly right-Of-way line of said State Road No. 80 (S.R. 80); thenee North 891>47112" West, along said Northerly line 455.48 feet to the Point-of-Beginning. ;lnu lhl: p,rantors do hereby full) wal13l11 th~ title 10 said land. and Will defend the same agalllsl lawlul clmms of illI pemlns wholllsoeveT Warranty Deed -Page 2 Parcd IDNumber: A32-42-30-AOO-0020-0020 In Witness Whereof, !he grantors have hereunto Set [heIr hands and seals !he: day and year first above WTllten i ed, sealed and delivered in our presence: (Seal) ness #1 signature n t name:ro k. tv V' IJY W A 1'1( ,..u C'~ ~~(~~ Witness #2 El~ature ~ . Print name: ~o \ A. 't:'-\p.\~ &';>lb-,-.jQ" ~0{~ DIAN D. JOHN TON P 0 Address P.O. BOX 582. LABELLE, FL JJ915FE (Seal) STATE OF Florida COUNTY OF Hendry The foregOIng Inslrument Was acknowledged bi:forc: me thiS I c::('tii:. day of February ROBERT D. JOHNSTON AND DIAN D. JOHNSTON, HUSBAND AND WIFE who are pe~onally lcr10vm to me 01 who hove produced their \-.... L. d 1"" \ V 'E."'t' So L ~ C. 'Vv\. S Q... as IdenllficallOll- Q ~~i Pd'?t~~":r;' -.::.,~~~..~;" Notary Publio My Commission ExplT~: ,2010 by CAROl A. PAATAlN Commlss!on# DO 866426 Explr&S JI;:fI17, 2013 ~tIwt",FlIIn"'" ~g Description .J. . .~Z'. ..' t~k .' f h MONROE COUIlTY F!.ORIOA, PllIlllonor. BEFORE THE COmfit CODE EHl'ORCEliIENT SPEClAl. WlGlSl1IATE MONROECQUNTY,FLOffiDA CuoNo,CE 010YO\Ft '1&. It:~ ~.l~}~1 SUbl&atProperty Rut &tR Numbtr: l \() "30CQl oD :-tlli7)lffi A/iAl. ORl>El!. Ooc~ 1761064 09/30/2009 12:3~ F Hed & Il....ord.d In Off I QJ.J R.""rda Qf l'IOHROE COUltTY 0flNNY l., KOLHAGE R~.), Hamg filii)' 00Mklenld 100 ~ ~ lllheatlog, iOOudillg to$lmQny of1heCo:la Eilforwt;IonIIMl)OClOl(8! and/or ~ oolerootlt,lheloeaiMg Findlng3 01 Fact and Conduslons af lBw am ORDEREtI' ~~~~~:I'=i1lM NolIc&of\llolaOOr.oT#.looolH~~-bi~ homlnllSnMy~iOIti' '.- .,.~) WI The R9Sp{Io'ldeJrt{s) 19/aro tho O'M1OI(G} of pmpMy loaItall wIthln Mooroe Counly and WIlIJ/wero duly ooilc&d of 100 l1olll1tJg. Tho RtspOO:llll1~~l isfBl& il vi:lialion 01 ltIe Monroe Coonly CoOO{s} lIS fully set fonIllll tl\9 Noticl!l of Vlole.tIorIINoIlcG 0/ ~riog li\:l(lln lhb case and plII1IJlInllo SedJon 162.c7 of Floflda StilluIoo OO!IbIln Iltl amount 10 Ilo doternitlod 1l11llll condu$ion oIlhb aoo ara lIMIby Joviod fer UllIlI<!IImlslralt.oe_ry oIl1l9 cool8 01 ~ and ~ 1I11s mattef. Costs 1IIiI1 COI\lfooo 10 ocaue wlilI rompllallC'll$ nmlo,l'OO.all" ~ \l ~ Furfhemlot&, lho ~I[o) sIJall COOlply 'Oilh !hose Code{n) rofurrod 10 1Illl1e tl<llko of 1JloIatJoo'Noil o/HQ4ling on or beIom L ( " "'; " :,.~_("THE COMPLIANCE DATE"). (1}!To 1IIa O\'ll!lllhe vioIali<Jr1(s) wcro Of ara nolllOlTecta<;I on THE COMPUAHCE DATE PREVlOUSLV ORDeRED or on lliE COMPLIANCE DATE SET "Dim! ileRSN, rlMls) In !he IiIl11OOO! at $' ! :1.).-_ .'d'~""~ t;. ri ij . " . , . . :; -'.."....,,':"_1.- P'~'=' .i,",. Oocll 17610&4 Bk. 2433 PBU 2257 lQroocl1day boQInnin\! Of) TllE DAY Al'TEll.l'IlE COUPUAIlCE DATE that U1ll ~nq.)isIamin OOIalOOl3Iaro tlsroby ORDERED ( ) a 009 lime 1100 Of $ _.~ Is ORDl!REO, and ll1e coodilloo CIlllilinG Ille ~(,) i.! frond ro ~ a threat 10 lI19 ptt>lk; he3lth $lt!lJ1y and welfuro, n Is ftJlther<lllWe<l, IlIal UllI Coonly i$ horotri autlxlrlZlld 10 mab all re!SOOablo repois WI1lc1lol1l requlrod to bItng lh!I property Irrto ~Ianro and ~ 1l'le ~~$) with oostof ropeIr3 klcIudlrl\l admlrW!nllivlllllClM!lj' olllle c:osti of JlIlllIOC1rlIro 8nd~ 1hlsl11ll!lEr, ( ) The RHpondenl(s) I$/~orderlld to allen<ls compliarollrMwheamg to be held on 20_, IT IS TIlE I!ESPOHDENT(Sl RESl'OIlSlBILITY TO REQUE~T A RElNSPECTlO-N TO DETERMINE YoJ:l~HER nlE PROPERTY IS COlilPUANT BV CAtUHG COilE ENFORCBlENT AT l305l~ FORTHEIJPPEll KEYS: r3IJ512W-2610 FORTHElIllDDlE KEYS: 13G5I:lIl2","" FOR mE LOWER KEYS. In tho evm of nrm~nt 01 fi_ and com lmpoltll Oil RRl'pontkIntll), S ~rtlI!rId copy of IflIs Ordfr may be recorded In 1Iw public I'K01'dt 811(\ shill lINKuttor constltul4 allln Igalll5t tho land on w1t1cll1M vlolsUon 01' vIoIa1IOfllII o;dJt IIIKlllpon IllY olhIr real or pllUnol pl'opIlrty ownfId by lIw violator. TIll C4Unty tll.ly Jnrtlllllll frH'$CIOllllr& pl'Olllldlngo Jf 1M lion ",minI unpaid for thl'OG monlM. Please make chocb 91)'01:111 lo Monl'OG County ColhI Enfurcemetlleoolllln to: Monroo Courofy coo. Enforcemtl1t, Atlm 0flIce of tha U*on, 219ll o...SnICIS Hwy~ Sal\&330, ""'mhoa, FL 33050. ( ) Th& RMpondent(s) ~N III vIoIllllon oIlhB MONROE COUNTY Cod&(s) 85 fuly !IlI\ for1fI illllll NoIlce of Vd3llonINo1loo of liIll1llll fiIod in lh!s cue and did 001 come illIG oompllsnc<t 011 or bofom THE COMPLIANCE DATe l>ul1llO now In compliallCol. Th& Rtspandent(s) wll pay too Illllll omolMl of c:oot and/or flrlO9 ($ ) lI;I MorlIw Cwltj Code Enlorectn6lll within 1IIirty 130) daylI 01 this ~ If 1.'. ,~,., \ DAlEO Ihls 21+lJI day 01 ~)'1Y6,f~ , JIL APPEAl. PROCEDURES ~~ J. SAR, MagistrBlB Rupondan1ls) sl1&ll hlYCl30 da)'ll from II\f 11m of 1m fonli/lllng OrtIor afll\f Spodal UaglD1r!l1llto ~ said Olllar by nU1l91 NoUl:II of Ajlpelll.11Snecl by th. RupondGnt(II. ANY AGGRlI!VED PARTY, INCLUOING MONROE COUHTY, Il.AY HAVE APPELl.A,TS R1GfflS Willi REGARD TO l'IlIS ORDER PURSUANT TO SECTION 162.11, FLORIDA SiATIJTES, ANY SUCH APPEAL WIll BE UIdTlTEO TO APPELlATE REVIEW OF THE RECORD CREATED BEFOltE THE SPECIAL UAGISl'RATE. mr Al'PEAL.MUST ElE FUll WITH CIRCUIT COURT WlTfllN 3D DAYS OF THE EXECUTION OI'THIS ORDER. CERTlFICAl]: OF ORDER AND SaMeE I hereby COOif)' lh;l \hl$l$ a troo IUlI;l ~<<'P'!'~rho abovo Order and that olroo Bnd eorreO; <lOll)' hIS be6n hnIbhod to !he R~Jl9) sndlcr Au1l1orizOd ~-P~ "~m 1ld<ro5so! rrtecro'MOl tIIo Morto& COUllyPrppelly AwrnIW. ot!ic:ll onWs ~ daym C-;$~~c/c ~ td. Potick, CoOO Enforoonlmt Uabon tlOHROE: COUNTY O!>FICIAt. RECORD-S MONROE COUNTY CODE ENFO. ~MENT NOTICE OF VIOLATION/NOTICE OF HEARING TO: NEWMAN REBECCA E TRUSTEE 1667 BOGIE ROAD BIG PINE KEY, FL 33043 CASE NUMBER: CE0908Q129 RE NUMBER: 00309260000000 LOCATION : 1667 BOGIE DRIVE BIG PINE KEY, FL 33043 DEAR PROPERTY OWNER / TENANT, You are hereby n9tif~d that an investigation of the above referenced property on t>~/~/O~found violations of the following Monroe County Section(s) : 110-140. (1) PERMIT(S), APPROVAL(S) AND INSPECTION(S) ARE REQUIRED FOR ELECTRICAL IMPROVEMENTS, REPAIRS, REPLACEMENT AND/OR INSTALLATION OF NEW ELECTRIC. Corrective Action Required: Contact the Monroe county Building and Planning Department and obtain an after the fact permit or demolition permit. NOTE: All permit fees and permit requirements are based on the specific scope of work. Additional permits, permit fees, mitigation fees, or restoration of the property to original condition may be required. The minimum fee for an After The Fact permit is $500,00 (five hundred dollars) as per Monroe County Code.All permits will require PASSING FINAL INSPECTION (S) . 6-27. (b) (2)h THIS PROPERTY HAS BEEN DEEMED UNSAFE BY THE BUILDING OFFICIAL DUE TO THE LACT OF PERMIT(S), APPROVAL(S) AND INSPECTION(S) FOR ELECTRIC IMPROVEMENTS, REPAIRS, REPLACEMENT AND/OR INSTALLATION OF NEW ELECTRIC. Corrective Action Required: CONTACT THE MONROE COUNTY BUILDING DEPARTMENT TO: OBTAIN AN AFTER THE FACT PERMIT AND/OR RENEW AN EXISTING PERMIT, COMPLETE REQUIRED INSPECTIONS, OBTAIN A CERTIFICATE OF OCCUPANCY AND/OR CERTIFICATE OF COMPLETION. NO EXTRA TIME TO COMPLY WILL BE GIVEN AS THIS VIOLATION POSES A SERIOUS THREAT TO POOLI C HEALTH SAFETY AND WELFARE. Corrective Action Required: TO AVOID FINES AND/OR COSTS of prosecution as per Chapter 162 F.S. all violations noted above must be corrected by ~ "'-. . If the violation is corrected and then recu ,or if the violation is not corrected by the time specified for correction by the Code Enforcement Inspector, the case may be presented to the Code Enforcement Special Magistrate even if the violation has been corrected prior to the hearing. IT IS YOUR RESPONSIBILITY TO CONTACT THE CODE ENFORCEMENT INSPECTOR AND REQUEST A RE-INSPECTION. If you fail to correct the above described violations, you must appear before the Special Magistrate as stated below. ** NOTICE OF ADMINISTRATIVE HEARING ** PLEASE TAKE NOTICE that a Public Hearing will be conducted by the Special Magistrate in the above case on 09/24/2009 at 09:00 AM at the Monroe County Government Regional Center, 2798 Overseas Hwy., Marathon, Florida. The purpose of this hearing is to determine if in fact, a viola- tion currently exists, the appropriate action to be taken, and any fines or penalties to be imposed. YOUR FAILURE TO APPEAR MAY RESULT IN A FINE OR PENALTY BEING IMPOSED AGAINST YOU AND A LIEN BEING IMPOSED ON YOUR PROPERTY You may appear in person and/or be represented by an attorney. If you are represented by an attorney, your attorney is required to file a written notice of appearance with this office prior to the hearing. *IF YOU DECIDE TO APPEAL any decision by the Special Magistrate, you will need to ensure that a verbatim record of the proceedings is made, which shall include the testimony and evidence upon which the appeal is to be based. Should you seek a continuance of your administrative hearing, the presiding officer may grant a continuance of a hearing for good cause shown. Except in cases of emergency, requests for continuance must be made at least FIVE working days prior to the date noticed for the hearing. A request for continuance DOES NOT GUARANTEE a postponement of your hearing. Contact the office of the Liaison for the Special Magistrate to submit your request. Pursuant to F.S. Chapter 162.09(2) (d), your failure to correct the violation(s) may result in the impositon of a fine, not to exceed $1,000 per day per violation for a first violation, $5,000 per day per violation for a repeat violation, and up to $15,000 per violation if.the Specjal Magistrate finds the violation to be irreparable or irreversible in nature. In addition to such fines, the Special Magistrate may impose additional fines to cover all costs incurred by the local government in enforcing its codes and all costs of repairs pursuant to subsection (1). Date: 08/28/09 I hereby certify that a copy hereof has been furnished to the above named addressee(s) by Certified mail, 7006 2150 0001 4765 5348 Return receip~Re~uest No. 1h I~A, reA C"~ . Code Enforcement Department Please contact your inspector at the appropriate Lower Keys: 5503 College Road, Suite 204 Key west, FL 33040 - (305)292-4495 Middle Keys: 27. v Overseas Hwy. Marathon, FL 33050 - (305)289-2810 Upper Keys: 102050 Overseas Hwy.Key Largo, FL 33037 (305)453-8806 If you are a person with a disability who needs any accommodation in order to participate, you are entitled, at no extra cost to you, to the provision of certain assistance. Please contact this office at (305)289-2509 within 2 days of your receipt of this notice. If you are hearing impared, please call 711. Monroe County Code Enforcement Office of the Liaison 2798 Overseas Hwy. Marathon, FL 33050 Phone; (305) 289 -2509 (305)289-2858 IF SERVICE IS NOT OBTAINED BY CERTIFIED RETURN RECEIPT MAIL, A TRUE AND ACCURATE COPY OF THIS NOTICE WI~L BE POSTED AT THE SUBJECT PROPERTY AND THE MONROE COUNTY COURTHOUSE BOARD OF COUNTY COMMISSIONERS AGENDA ITEM SUMMARY Meeting Date: July 15.2009 Division: County Attorney Bulk Item: Yes -2L No Department: County Attorney Staff Contact PersonIPhone #:Christine Limbert- Barrows AGENDA ITEM WORDING: Request for Approval to Advertise for a Public hearing to consider adoption of an Ordinance amending Monroe County Code, Section 4-46 to provide clarification to allow citations to be issued to persons other than owner(s) or keeper(s) of animals ITEM BACKGROUND: Monroe County passed and adopted Sec. 4-46, Monroe County Code on June 21, 2006. PREVIOUS RELEVANT BOCC ACTION: Ordinance No. 022-2006 ~ 7 was previously enacted providing for animal control officers to issue citations to owner( s) and keeper( s} of animal. CONTRACT/AGREEMENT CHANGES: None STAFF RECOMMENDATIONS: Approval TOTAL COST: N/ A INDIRECT COST: N/ A BUDGETED: Yes _No COST TO COUNTY: N/A SOURCE OF FUNDS: REVENUE PRODUCING: Yes No ~ AMOUNT PER MONTH_ Year APPROVED BY: County Atty _ OMB/Purchasing _ Risk Management_ DOCUMENTATION: Included X Not Required_ DISPOSITION: AGENDA ITEM # ORDINANCE NO. - 2010 AN ORDINANCE BY THE MONROE COUNTY BOARD OF COUNTY COMMISSIONERS AMENDING SECTION 4-46 TO ALLOW FOR CITATIONS TO BE ISSUED TO PERSONS OTHER THAN OWNER(S) OR KEEPER(S) OF ANIMALS; PROVIDING FOR SEVERABILITY; PROVIDING FOR THE REPEAL OF ALL ORDINANCES INCONSISTENT HEREWITH; PROVIDING FOR INCORPORATION INTO THE MONROE COUNTY CODE OF ORDINANCES; AND PROVIDING AN EFFECTIVE DATE. WHEREAS, in order to clarify Section 4-46 of the Monroe County Code to authorize animal control officers to issue citations to violators other than owner(s) and keeper(s) of animals who engage in cruel or other conduct contrary to the provisions of Chapter 4 of the Monroe County Code: NOW THEREFORE BE IT ORDAINED BY THE BOARD OF COUNTY COMMISSIONERS OF MONROE COUNTY, FLORIDA: SECTION 1, Sec. 4-46(a)(1), Monroe County Code is hereby amended to read as follows: (1) Issue a citation to the owner or keeper ofthe animal or to a person in violation of this chapter, that shall be in the same form approved by the board resolution for this purpose, and shall contain: SECTION 2, CONFLICT WITH OTHER ORDINANCES. All ordinances or parts of ordinances in conflict with this ordinailce are hereby repealed to the extent of said conflict. SECTION 3. INCLUSION IN CODE OF ORDINANCES. The provisions ofthis ordinance shall be included and incorporated in the Code of Ordinances of the County of Monroe, Florida, as an addition or amendment thereto, and shall be appropriately renumbered to conform to the uniform numbering system of the Code. SECTION 4, EFFECTIVE DATE. This Ordinance shall take effect as provided in section 125.66(2), Florida Statutes. PASSED AND ADOPTED by the Board of County Commissioners of Monroe County, Florida, at a regular meeting of said Board held on the th day of ,2010. Mayor Sylvia Murphy Mayor Pro Tern Heather Carruthers Commissioner Kim Wigington Commissioner George Neugent Commissioner Mario Di Gennaro (SEAL) Attest: DANNY L. KOLHAGE, Clerk BOARD OF COUNTY COMMISSIONERS OF MONROE COUNTY, FLORIDA By By Deputy Clerk Mayor/Chairperson