04/15/2015 Lease , -----, ....,,,,
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HEAVILIN3 CPA
\ CLERK OF CIRCUIT COURT & COMPTROLLER
JI MONROE COUNTY, FLORIDA
DATE: April 24, 2015
TO: Don DeGraw,
Director of Airports
ATTN: Judy Layne, Senior Coordinator
Airport Grants and Finance
FROM: Lindsey Ballard, D. C
At the April 15, 2015, Board of County Commissioner's meeting the Board granted approval and
authorized execution of Items C3 Lease Agreement with Hyatt & Hyatt, Inc. (Benihana) for use of the
public works compound parking lot at Key West International Airport.
Enclosed is a duplicate originals executed on behalf of Monroe County, for your handling. Should you
have any questions, please feel free to contact me.
cc: County Attorney
Finance
% /File
500 Whitehead Street Suite 101, PO Box 1980, Key West, FL 33040 Phone: 305- 295 -3130 Fax: 305- 295 -3663
SCANNED 3117 Overseas Highway, Marathon, FL 33050 Phone: 305- 289 -6027 Fax: 305 - 289 -6025
88820 Overseas Highway, Plantation Key, FL 33070 Phone: 852 -7145 Fax: 305 - 852 -7146
LEASE AGREEMENT
KEY WEST INTERNATIONAL AIRPORT
HYATT AND HYATT INC.
THIS AGREEMENT is made and entered into this 15th day of April 2015 by
and between Monroe County, a political subdivision of the State of Florida, owner of
Key West International Airport, whose address is 3491 South Roosevelt Boulevard,
Key West, Florida 33040, (hereafter "County" or "Lessor "), and Hyatt and Hyatt Inc.,
whose address is 17021 Starfish Lane West, Sugarloaf Shores, Fl. 33042, (hereafter
"Hyatt" or "Lessee ").
PARKING LOT LEASE AGREEMENT
WHEREAS, County owns an airport known as the Key West International
Airport, located in Key West, Monroe County, Florida, hereafter referred to as the
"Airport"; and
WHEREAS, Hyatt is engaged in the business of operating a restaurant called
Benihana adjacent to airport property; and
WHEREAS. Hyatt desires to obtain certain rights and privileges in connection
with the use of the airport facilities, and the County is willing to grant and lease the
same to Hyatt on a non - exclusive basis, upon the terms and conditions stated
below;
NOW THEREFORE, for and in consideration of the mutual covenants and
agreements contained in this lease, county does hereby lease unto Hyatt and Hyatt does
hereby lease from county certain premises and facilities, rights and privileges, as
follows;
1) The County leases to Hyatt and Hyatt leases from County, the premises on the
corner of S. Roosevelt Boulevard and Stickney Drive, measuring approximately 165
feet x 90 feet, as indicated on Exhibit A which is attached and made a part of this
lease, as an automobile parking lot for the customers and employees of the restaurant
evenings, weekends, and Holidays.
2) The term of this Lease is five years, beginning on May 1, 2015 and ending on
April 30, 2020. The County reserves the right to cancel this lease upon ninety (90)
days written notice to Hyatt, and Hyatt may cancel the Lease on the same ninety
(90) day written notice to the County.
3) Rent shall payable as follows;
During the first year of the lease (May 1, 2015 - April 30, 2016), $650.00 per
month, plus the applicable Florida sales tax,
During the second year of the lease (May 1, 2016 - April 30, 2017), $700.00 per
month, plus the applicable Florida sales tax.
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Thereafter, on the anniversary date (May 1), an annual adjustment shall be made in
accordance with the percentage change in the Consumer Price Index (CPI) for all urban
consumers (CPI -U) for the previous 12 calendar months.
Rent shall be paid in equal monthly installments, all of which shall be due and
payable on or before the first day of each calendar month during which this Agreement
is in effect. Upon the failure of Lessee to pay rent or concession fees when due, the
County will be entitled to charge and collect, and Lessee will be obligated to pay, a late
fee of two percent (2 %) of any such amount, if paid within thirty (30) days of the date
due, and five percent (5 %) of any such amount, not paid within thirty (30) days of the
date due. Such late fees will be in addition to the amount of rent due. The acceptance
by the County of -the overdue payment plus applicable late fees shall cure what would
otherwise constitute a default by Lessee under the terms of this Agreement. The
County, at its option, however, may refuse a proffered overdue payment and late fees,
declare a default, and proceed according to paragraph 9 of this Agreement. In the event
that any check, draft, or negotiable instrument by which Lessee has tendered any
payment is returned to the County and not honored, whether for insufficient funds or
other reason, the County will be entitled to charge and collect, in addition to any
applicable late payment fees as provided above, a fee of Twenty -five Dollars ($25.00)
for such dishonored instrument. Such penalty fee shall also be in addition to the amount
of payment due. The acceptance by the County of the payment plus any applicable late
fee and penalties following the receipt of a dishonored instrument shall cure what would
otherwise constitute a default under the terms of this Agreement. The County, at its
option, however, may refuse any proffered rental installment and applicable late fees
and penalties, declare a default, and proceed according to paragraph 9 of this
Agreement.
4) Lessee is hereby authorized to install a county approved sign with the Benihana
name at the entrance to the parking lot. An approved sign can be obtained from the
county upon tenant reimbursing the county $464.31 for the cost of the sign. Lessee is
also authorized to install lighting to illuminate the sign. Lessee shall be solely
responsible for any and all associated costs including, but not limited to, permitting,
materials, labor, etc., for the installation of the lighting and the sign.
5) Hyatt, its agents, employees, customers, suppliers and patrons have the right of
ingress and egress to and from the leased premises. Ingress and egress will not be
unreasonably restricted by the County.
6) The premises leased under this Agreement may not be sublet, and this Lease
may not be assigned, without the written consent of the County.
7) Hyatt is responsible for, and must maintain, the leased premises and, upon the
termination of this Lease, Hyatt must leave the premises in good condition, normal
use and occupancy excepted. County is responsible for and shall maintain the
landscaping (to include mowing) and shall maintain and trim the tress and any other
foliage on the premises.
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8) Notwithstanding any minimum insurance requirements prescribed elsewhere in
this agreement, Lessee shall defend, indemnify and hold the County and the County's
elected and appointed officers and employees harmless from and against (i) any claims,
actions or causes of action, (ii) any litigation, administrative proceedings, appellate
proceedings, or other proceedings relating to any type of injury (including death), loss,
damage, fine, penalty or business interruption, and (iii) any costs or expenses that may
be asserted against, initiated with respect to, or sustained by, any indemnified party by
reason of, or in connection with, (A) any activity of Lessee or any of its employees,
agents, contractors or other invitees during the term of this Agreement, (B) the
negligence or willful misconduct of Lessee or any of its employees, agents, sub-
contractors or other invitees, or (C) Lessee's default in respect of any of the obligations
that it undertakes under the terms of this Agreement, except to the extent the claims,
actions, causes of action, litigation, proceedings, costs or expenses arise from the
intentional or sole negligent acts or omissions of the County or any of its employees,
agents, contractors or invitees (other than Lessee). Insofar as the claims, actions, causes
of action, litigation, proceedings, costs or expenses relate to events or circumstances
that occur during the term of this Agreement, this section will survive the expiration of
the term of this Agreement or any earlier termination of this Agreement.
9) The failure of Hyatt to pay a rental installment when it becomes due, or any
other charges or fees that become due within ten (10) days after Hyatt receives a
statement for such fees or charges from the County, constitutes an act of default.
The failure of Hyatt to perform any of the other covenant of this Lease, which
failure continues for a period of fifteen (15) days after notice of the failure is given to
Hyatt in writing by the County, also constitutes a default under the terms of this
Lease. In the event of any such default, the County may declare the Lease
forfeited and may immediately re -enter and take possession of the leased premises
and this Lease will terminate. The County is entitled to reasonable attorney's fees,
including at the appellate level, for the enforcement of the terms of this Lease.
10) In addition to the events listed above, the County may cancel this Lease
Agreement by giving Hyatt thirty (30) days advance written notice upon the
happening of any one of the following events: the appointment of a receiver of Hyatt'
s assets; the divesting of Hyatt' s lease hold estate by operation of law; the
abandonment by Hyatt of the restaurant businesses adjacent to the airport for a period
of thirty (30) days.
11) The tenant for himself, his personal representatives, successors in interest and
assigns, as a part of the consideration hereof, does hereby covenant and agree that
there will be no discrimination against any person, and it is expressly understood that
upon a determination by a court of competent jurisdiction that discrimination has
occurred, this Agreement automatically terminates without any further action on the
part of any party, effective the date of the court order. Tenant agrees to comply with all
Federal and Florida statutes, and all local ordinances, as applicable, relating to
nondiscrimination. These include but are not limited to: 1) Title VI of the Civil Rights
Act of 1964 (PL 88 -352) which prohibits discrimination on the basis of race, color or
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national origin; 2) Title IX of the Education Amendment of 1972, as amended (20 USC
ss. 1681 -1683, and 1685- 1686), which prohibits discrimination on the basis of sex; 3)
Section 504 of the Rehabilitation Act of 1973, as amended (20 USC s.794), which
prohibits discrimination on the basis of handicaps; 4) The Age Discrimination Act of
1975, as amended (42 USC ss. 6101 -6107) which prohibits discrimination on the basis
of age; 5) The Drug Abuse Office and Treatment Act of 1972 (PL 92 -255), as amended,
relating to nondiscrimination on the basis of drug abuse; 6) The Comprehensive
Alcohol Abuse and Alcoholism Prevention, Treatment and Rehabilitation Act of 1970
(PL 91 -616), as amended, relating to nondiscrimination on the basis of alcohol abuse or
alcoholism; 7) The Public Health Service Act of 1912, ss. 523 and 527 (42 USC ss.
690dd -3 and 290ee -3), as amended, relating to confidentiality of alcohol and drug abuse
patient records; 8) Title VIII of the Civil Rights Act of 1968 (42 USC s. et seq.), as
amended, relating to nondiscrimination in the sale, rental or financing of housing; 9)
The Americans with Disabilities Act of 1990 (42 USC s. 1201 Note), as maybe
amended from time to time, relating to nondiscrimination on the basis of disability; 10)
Any other nondiscrimination provisions in any Federal or state statutes which may
apply to the parties to, or the subject matter of, this Agreement.
12) It shall be a condition of this Lease that the Lessor reserves unto itself, its
successors and assigns for the use and benefit of the public, a right of flight for the
passage of aircraft in the airspace above the surface of the real property hereinafter
described, together with the right to cause in said airspace such noise as may be
inherent in the operation of aircraft. now known or hereafter used, for navigation of or
flight in the said airspace, and for use of said airspace for landing on, taking off from
or operating on the airport. Tenant expressly agrees for itself, its successors and
assigns, to restrict the height of structures, objects of natural growth and other
obstructions on the hereinafter described real property to such a height so as to comply
with Federal Aviation Regulations, Part 77. Tenant expressly agrees for itself, its
successors and assigns, to prevent any use of the hereinafter described real property
which would interfere with or adversely affect the operation or maintenance of the
Airport, or otherwise constitute an airport hazard.
13) This Lease and all provisions hereof are subject and subordinate to the terms
and conditions of the instruments and documents under which the Airport Owner
acquired the subject property from the United States of America and shall be given
only such effect as will not conflict or be inconsistent with the terms and
conditions contained in the lease of said lands from the Airport Owner, and any
existing or subsequent amendments thereto, and are subject to any ordinances, rules
or regulations which have been, or may be hereafter adopted by the Airport Owner
pertaining to the Key West Airport.
14) This Lease Agreement has been carefully reviewed by both the Hyatt and
the County. Therefore, this Lease Agreement is not to be strictly construed against
any party on the basis of authorship.
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15) This Lease is governed by the laws of the State of Florida. V enue for any
litigation arising under this lease must be in a court of competent jurisdiction in
Monroe County, Florida.
16) This Lease Agreement represents the parties' final and mutual
understanding. It replaces any earlier agreements or understandings.
17) Notwithstanding the provisions of Sec. 768.28, Florida Statutes, the
participation of the County and the Lessee in this Agreement and the acquisition of any
commercial liability insurance coverage, self - insurance coverage, or local government
liability insurance pool coverage shall not be deemed a waiver of immunity to the extent
of liability coverage, nor shall any contract entered into by the County be required to
contain any provision for waiver.
18) All of the privileges and immunities from liability, exemptions from laws,
ordinances, and rules and pensions and relief, disability, workers' compensation, and
other benefits which apply to the activity of officers, agents, or employees of any public
agents or employees of the County, when performing their respective functions under
this Agreement within the territorial limits of the County shall apply to the same degree
and extent to the performance of such functions and duties of such officers, agents,
volunteers, or employees outside the territorial limits of the County.
19) This Agreement is not intended to, nor shall it be construed as, relieving any
participating entity from any obligation or responsibility imposed upon the entity by law
except to the extent of actual and timely performance thereof by any participating
entity, in which case the performance may be offered in satisfaction of the obligation or
responsibility. Further, this Agreement is not intended to, nor shall it be construed as,
authorizing the delegation of the constitutional or statutory duties of the County, except
to the extent permitted by the Florida constitution, state statute, and case law.
20) No person or entity shall be entitled to rely upon the terms, or any of them, of
this Agreement to enforce or attempt to enforce any third -party claim or entitlement to
or benefit of any service or program contemplated hereunder, and the County and the
Lessee agree that neither the County nor the Lessee or any agent, officer, or employee
of either shall have the authority to inform, counsel, or otherwise indicate that any
particular individual or group of individuals, entity or entities, have entitlements or
benefits under this Agreement separate and apart, inferior to, or superior to the
community in general or for the purposes contemplated in this Agreement.
21) Lessee agrees to execute such documents as the County may reasonably
require, to include a Public Entity Crime Statement, an Ethics Statement, and a Drug -
Free Workplace Statement.
22) 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
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be liable personally on this Agreement or be subject to any personal liability or
accountability by reason of the execution of this Agreement
23) This Agreement may be executed in any number of counterparts, each of
which shall be regarded as an original, all of which taken together shall constitute one
and the same instrument and any of the parties hereto may execute this Agreement by
singing any such counterpart.
IN WITNESS WHEREOF, the parties have set their hands and seal the day and
year first above written.
(SEAL) BOARD OF COUNTY COMMISSIONERS
ATT,EST:AMY HEAVILIN, CLERK OF MONROE COUNTY, FLORIDA
By G ���s� By
Deputy Clerk or Danny Kolhage
WITNESSES: HYATT AND HYATT INC.
Signature Signature
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Date_ _ _ — -_ 3 3 /
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