12/13/2017 AgreementSTAGING SITE LEASE
SUMMERLAND RESORT PROPERTIES, INC.
Landlord,
And
MONROE COUNTY, A POLITICAL SUBDIVISION OF THE STATE OF FLORIDA,
Tenant.
PREMISES: RE # 00200610 -000000
Vacant land, E. Shore Drive, Summerland Key, FL 33042
Further identified and outlined in Paragraph 2 and Exhibit A.
DATED: November 9 ' 2017
00097588 -.6
STAGING SrrE LEASE
1. Parties This Staging Site Lease ( "Lease ") dated November L 2017 is made by
and between the Landlord and the Tenant, who are identified as follows:
Landlord
Summerland Resort Properties, Inc.
P.O. Box 420495
Summerland Key, FL 33042
Tenant
Monroe County, a political subdivision of the State of Florida
Historic Gato Building
1100 Simonton Street
Key West, FL 33040
with a copy to:
County Attorney
1111 12th St., Suite 408
Key West, FL 33040
2. Leased Premises Landlord hereby leases to Tenant and Tenant hereby leases
from Landlord the herein identified land, which is also referred to as the "Leased Premises" upon
all of the terms, covenants and conditions set forth in this Lease: a portion of RE #00200610-
000000, with a property address of Landlord at 230 East Shore Drive, Summerland Key, FL
33042, which is further identified as shown outlined on Exhibit "A" attached hereto and made a
part hereof, with the exceptions of the portions marked in yellow on Exhibit A.
Tenant hereby accepts the Leased Premises in its "AS -IS" condition as of the date of this
Lease and during the entirety of the Term, it being understood and agreed that. Landlord shall
have no additional obligation to renovate or remodel the Leased Premises as a result of this
Lease.
3. Use of Leased Premises Tenant represents to Landlord that it will use the
Leased Premises for the purpose of operating a staging site for debris collection and clean up
from Hurricane Irma.
4. Term of the Lease This Lease is a gross lease for an initial term of thirty (30)
days commencing on the date that this Lease is executed by both parties (the "Commencement
Date "), which shall automatically renew for consecutive thirty (30) day periods (collectively, the
"Term ") unless notice is given by Tenant of termination of the Lease at least fifteen (15) days
prior to the end of the Term. The term of this lease shall not exceed five (5) months from its
initial commencement date unless both Tenant and Landlord agree to its continuance_ However,
its termination date will be when the Tenant provides the Landlord with a signed statement that
the Surrender of Possession (paragraph 15) terms have been met; that is, the land has been
restored to its original elevations and is free of contamination.
The covenants and conditions of the Lease in force during the Term, as the same may be
modified from time to time, shall continue to be in effect should Tenant continue to occupy the
Leased Premises after the end of the Term.
5. Base Rent The amount Tenant shall pay to the Landlord in arrears for the
Leased Premises shall be as follows: Three Hundred Seventy -Five Dollars ($375.00) per day per
acre for 2.84 useable acres' for a total amount of one thousand sixty five dollars and no cents
($1,065.00) per day as base rent ( "Base Rent ") which Base Rent will be $31,950 per month for a
30 -day month and $33,055 per month for a 31 -day month. Tenant is a political subdivision of
the State of Florida and is not obligated to pay sales tax.
6. Payment of Rent Tenant shall pay to Landlord Base Rent plus any other
monetary obligations of Tenant to Landlord under the terms of this Lease (such other monetary
obligations are herein referred to as "Additional Rent ") in lawful money of the United States,
without offset or deduction on a monthly,basis. The Tenant shall send to the Landlord, each
month, an invoice, which shall be signed by the Landlord and returned to the Tenant as a
condition precedent for payment. Payment of any Base Rent, late charges, interest, or Additional
Rent will be made pursuant to Local Government Prompt Payment Act Section 218.70,
Florida Statutes. Payment of Base Rent and Additional Rent shall be made to Landlord by
depositing the funds in the Landlord's Chase checking account [routing number 267084131;
account number 776201159]. Base Rent and Additional Rent are collectively referred to as
"Rent" or "rent ". All monetary obligations of Tenant to Landlord under the terms of this Lease
are deemed to be Rent.
7. Utilities and Other Tenant Responsibilities Commencing on the
Commencement Date of this Lease Tenant shall pay for all utilities (gas, electricity, oil, water,
sewer, etc.) which may service the Leased Premises. For any utilities that are or can be
separately metered to the Leased Premises, Tenant shall pay directly to any public utility
provider. All utilities, including those that are separately metered or assessed, are Tenant's
responsibility to pay for as of the Commencement Date.
8. Alterations and Improvements Tenant shall not make nor cause to be made
any alterations and improvements in, on, under or about the Leased Premises without the prior
written consent of Landlord, which consent shall not be unreasonably withheld. Upon Landlord
consent being received, Tenant shall bear the sole cost of such alterations and improvements.
Alterations and improvements are further described as any change or addition to the grounds, or
boundaries of the Leased Premises. This includes personal property, equipment, machinery, trade
As shown on Exhibit 1, the acreage is calculated as follows:
2.97 acres of Upland,
+ 0.20 acres of NA,
- 0.16 acres on the east side, which the Owner marked as non - usable,
- 0.17 acres on the southwest side, half of which are covered by sparse trees.
The figure does not include any portion of the wetland area.
fixtures and installations that are attached, fastened or installed on the Leased Premises. Tenant
will obtain, at its sole cost and expense, all permits and approvals required in connection with
any alterations or installations and Landlord shall reasonably approve all plans prior to the
commencement of such work. All contractors working on such work shall be licensed in the state
of Florida and have appropriate insurance for such work, which insurance shall name Landlord
as additional insured. Nothing in this Lease shall be deemed to be, or construed in any way as
constituting, the consent or request of Landlord, expressed or implied, by inference or otherwise,
to any person, firm or corporation for the performance of any labor or the furnishing of any
materials for any construction on to the Leased Premises or any part thereof, nor as giving
Tenant any right, power or authority to contract for or permit the rendering of any services or the
furnishing of any materials which might in any way give rise to the right to file any lien against
Landlord's interest in the Leased Premises. Tenant shall promptly pay for all materials supplied
and work done in respect of the Leased Premises so as to ensure that no lien is recorded against
any portion of the Leased Premises or against Landlord's or Tenant's interest therein. If a lien is
so recorded, Tenant shall discharge it within thirty (30) days by payment or bonding or shall be
in default under this Lease. If any such lien is recorded and not discharged by Tenant as above
required, Landlord shall have the right to remove such lien by bonding or payment and the cost
thereof shall -be paid immediately from Tenant to Landlord. Landlord and Tenant expressly agree
and acknowledge that no interest of Landlord in the Leased Premises shall be subject to any lien
for improvements made by Tenant in or for the Leased Premises, and Landlord shall not be liable
for any lien for any improvements made by Tenant, such liability being expressly prohibited by.
the terms of this Lease, and Tenant hereby agrees to inform all contractors and material suppliers
performing work in or for or supplying materials to the Leased Premises of the existence of said
prohibition. Landlord shall have the right to post and keep posted at all reasonable times on the
Leased Premises any notices which Landlord shall be required so to post for the protection of
Landlord and the Leased Premises from any such lien. Tenant agrees to promptly execute such
instruments in recordable form in accordance with the terms and provisions of Section 713. 10,
Florida Statutes, as are necessary to give public notice of the terms and conditions hereof. Tenant
is hereby informed that Landlord may have already filed a notice in the public records which
precludes the Landlord's interest in the Leased Premises from being subject to the liens of
contractors performing work for Tenant.
9. Landlord's Access At any reasonable time and in any reasonable manner, the
Landlord may inspect the Leased Premises.
10. Subordination and Non - Disturbance This Lease is subject and subordinate to
a first mortgage now or hereafter effecting or covering the Leased Premises. Tenant agrees to
attom to and to recognize the mortgagee or the purchaser at foreclosure sale as Tenant's landlord
for the balance of the term of this Lease. Tenant hereby agrees, however, that such mortgagee or
the purchaser at foreclosure sale shall not be (i) liable for any act or omission of Landlord, (ii)
subject to any offsets or defenses which Tenant might have against Landlord, (iii) bound by any .
Rent or Additional Rent which Tenant may have paid to Landlord for more than the current
month, (iv) bound by any amendment or modification of this Lease made without its consent.
The aforesaid subordination and attornment provisions shall be self - operative; however, Tenant
agrees to promptly execute any other agreement submitted by Landlord in confirmation or
acknowledgment of same within ten (10) days of its presentation to Tenant. However,
notwithstanding the provisions of this Paragraph, so long as Tenant is not in default of the
provisions of this Lease, the Landlord and the holder of any mortgage or any purchaser agree
that Tenant's peaceful possession of the Leased Premises shall not be disturbed.
11. Property Conditions and Liability Landlord and Tenant recognize that the
Leased Premises have previously been used as vacant land as well as an industrial yard. Tenant
agrees to be responsible and hold the Landlord harmless from and against any and all loss,
claims, liability or costs (including court costs and attorney's fees) incurred by reason of Tenant's
use of the property as a collection and staging area to the extent permitted by Florida Statute Sec.
768.28.
Notwithstanding anything contained in this Lease to the contrary, Tenant, as a political
subdivision of the State of Florida does not waive and expressly reserves its sovereign immunity
except as provided in Florida Statute Sec. 768.28.
12. Waiver of Subroeation With respect to insurance policies of Tenant, should
Tenant so choose to hold, and only to the extent that such policies permit, Landlord hereby
releases Tenant from liability for loss or damages on or to the Leased Premises or the contents
thereof to the extent such loss or damages is covered by such policies.
13. Casualty: If the Leased Premises should be damaged or made un- usable by
casualty during the Term of the Lease, either party may terminate this Lease upon written notice
to the other party.
14. Condemnation If the whole of the Leased Premises, or such portion thereof
as will make the Leased Premises unusable for the purposes leased hereunder, shall be taken by
any public authority under the power of eminent domain or sold to any public authority under
threat or in lieu of such taking, the Term shall cease as of the day possession or title shall be
taken by such�public authority, whichever is earlier ( "Taking Date "), whereupon Rent shall be
paid up to the Taking Date with a proportionate refund by Landlord of any Rent paid for a period
subsequent to the Taking Date. If less than the whole of the Leased Premises, or less than such
portion thereof as will make the Leased Premises unusable for the purposes leased hereunder,
shall be taken, the Term shall cease only as to the part so taken as of the Taking Date, and Tenant
shall pay Rent up to the Taking Date, with appropriate credit by Landlord (toward the next
installment of Rent due from Tenant) of any Rent paid for a period subsequent to the Taking
Date. Base Rent and other charges payable to Landlord shall be reduced in proportion to the
amount of the Leased Premises taken. All compensation awarded or paid upon a total or partial
taking of the Leased Premises including the value of the leasehold estate created hereby shall
belong to and be the property of Landlord without any participation by Tenant; Tenant shall have
no claim to any such award based on Tenant's leasehold interest. However, nothing contained
herein shall be construed to preclude Tenant, at its cost, from independently prosecuting any
claim directly against the condemning authority in such condemnation proceeding for damage to,
or cost of removal of, stock, trade fixtures, furniture, and other personal property belonging to
Tenant, improvements paid for by Tenant, and moving and other reasonable relocation expenses;
provided, however, that no such claim shall diminish or otherwise adversely affect Landlord's
award
15. Surrender of Possession Tenant must specify that used portion property has
been returned to its original contours based on the survey elevations provided by Landlord, as
verified by a final survey by the Tenant. Landlord will provide the electronic survey results from
Landlord's survey to the Tenant prior to use of the property. Final certification that site soils
have been returned to their original condition will be provided by the County based on two soil
samples that will be taken by the County and submitted to an approved laboratory. The lease
shall not be terminated until these terms are met.
16. Estoppel Certificate Tenant shall, at any time and from time to time, within ten
(10) business days after written request by Landlord, execute, acknowledge and deliver to
Landlord, or its mortgagee or trustee, a statement in writing duly executed by Tenant (i)
certifying that this Lease is in full force and effect (if that be the case) without modification or
amendment (or, if there have been any modifications or amendments, that this Lease is in full
force and effect as modified and amended and setting forth the modifications and amendments),
(ii) certifying the dates to which rental have been paid, and (iii) either certifying that to the
knowledge of the Tenant no default exists under this Lease or specifying each such default; it
being the intention and agreement of Landlord and Tenant that any such statement by Tenant
may be relied upon by a prospective purchaser or a prospective or current mortgagee of the
Leased Premises, or by others, in any matter affecting the Leased Premises.
17. Events of Default Tenant shall be in default under this Lease upon the
happening of any of the following events (each an "Event of Default "):
a. The Abandonment of the Leased Premises by Tenant;
b. Failure of the Tenant to maintain the property and be liable as required by
Paragraphs 11 and 15;
c. Tenant's failure to pay the Rent or any other charge for which it may be liable,
or any portion of it, pursuant to the Local Government Prompt Payment Act Section 218.70,
Florida Statutes, after having received an invoice in a format acceptable for payment by the
Clerk of Monroe County and for FEMA reimbursement.
18. Landlord's Remedies In the event of Tenant's default, Landlord shall have all
rights available under Florida law.
19. No Set -Off The Lease sets forth the entire agreement between Landlord and
Tenant concerning the Leased Premises and Tenant's use and occupancy thereof and there are
no other agreements between them. Landlord and Tenant each hereby acknowledge and affirm
that, as of the date hereof, the Lease is in full force and effect and there are no claims, offsets, or
breaches of the Lease, or any action or causes of action by Tenant against Landlord or Landlord
against Tenant, respectively, directly or indirectly relating to the Lease.
20. Governing Law This is a Florida contract,. governed by Florida law. In the event
of any dispute between the parties regarding the terms and provisions of this Lease, the parties
agree that the Courts in Monroe County, Florida shall have exclusive jurisdiction over such
dispute.
21. Binding Effect: This Lease shall be binding upon the parties, their personal
representatives, successors and assigns
22. Cumulative Remedies No remedy or election hereunder shall be deemed
exclusive but shall, wherever possible, be cumulative with all other remedies in law or in equity.
23. Authority: The Parties each represent and warrant to the other that each has full
authority to execute this Lease without the joinder or consent of any other party and that each
party has not assigned any of its right, title, and interest in the Lease to any other party.
24. Notices All notices required or permitted by this Lease shall be in writing and
may be delivered in person (by hand or by messenger or courier service) or may be sent by
certified or registered mail or U.S. Postal Service Express Mail, with postage prepaid, or by
nationally recognized overnight courier service, and shall be deemed sufficiently given if served
in a manner specified in this Paragraph. The addresses noted adjacent in Paragraph 1 this Lease
shall be that Party's address for delivery or mailing of notices. Either Party may by written notice
to the other specify a different address for notice purposes. A copy of all notices required or
permitted to be given to Landlord hereunder shall be concurrently transmitted to such party or
parties at such addresses as noted in paragraph 1 or as Landlord may from time to time hereafter
designate by written notice to Tenant.
25. Date,of Notice Any notice sent by registered or certified mail, return receipt
requested, shall be deemed given on the date of delivery shown on the receipt card, or if no
delivery date is shown, the postmark thereon. Notices delivered by United States Express Mail or
overnight courier that guarantees next day delivery shall be deemed given 24 hours after delivery
of the same to the United States Postal Service or courier. If notice is received on a Saturday or a
Sunday or a legal holiday, it shall be deemed received on the next business day.
26. Attorneys' Fees and Other Costs If any Party brings an action or proceeding to
enforce the terms hereof or declare rights hereunder, the " Prevailing Party (as hereafter defined)
in any such proceeding shall be entitled to reasonable attorneys' fees. The term " Prevailing
Party shall include, without limitation, a Party who substantially obtains or defeats the relief
sought.
27. Security Measures Tenant acknowledges that Landlord does not include the
cost of guard service or other security measures. Landlord has no obligations to provide same.
Tenant assumes all responsibility for the protection of the Leased Premises, Tenant, its agents
and invitees and their property from the acts of third parties.
28. Reservations Landlord reserves the right to grant such easements that Landlord
deems necessary and to cause the recordation of parcel maps, so long as such easements and
maps do not unreasonably interfere with the use of the Leased Premises by Tenant. Tenant
agrees to sign any documents reasonably requested by Landlord to effectuate any such easements
or maps. Tenant agrees that Landlord may at any time following the execution of this Lease,
either directly or through Landlord's agents, identify Tenant's name in materials required by
relevant regulations or any potential sale materials, and Tenant waives any and all claims in
connection therewith.
29. Conflict Any conflict between the printed provisions of this Lease and the
typewritten or handwritten provisions, if any, shall be controlled by the typewritten or
handwritten provisions.
30. Amendments This Lease may be modified only in writing, signed by the parties
in interest at the time of the modification.
31. Lease Captions: The captions of this Lease are for convenience only and are not
a part of this Lease, and do not in any way define, limit, describe or amplify the terms or
provisions of this Lease or the scope or intent thereof.
32. Interpretation The parties acknowledge that this Lease is the result of
negotiations between the parties, and in construing any ambiguity hereunder, no presumption
shall be made in favor of either party. No inference shall be made from any item, which has
been stricken from this Lease other than the deletion of such item.
33. Signing of Documents Tenant shall sign and deliver any instrument or
documents necessary or appropriate to evidence any such attornment or subordination or
agreement to do so. Tenant shall sign such instrument or documents, provided, however, Tenant
receives a non - disturbance provision from Landlord that for so long as Tenant is not in default
under this Lease, Tenant's occupancy of the Leased Premises shall not be disturbed.
34. Independent Covenants The doctrine of independent covenants will apply in
all matters relating to this Lease including, without limitation, all obligations of Landlord and
Tenant to perform their respective obligations under this Lease. The preceding sentence shall
apply notwithstanding that Landlord may have defaulted in fulfilling a covenant to maintain or
repair the Leased Premises even if such default results in the unsuitability of the Leased Premises
for Tenant's intended commercial use.
35. Force Maieure Any prevention, delay, or stoppage due to strikes, lockouts,
labor disputes, acts of God, including inclement weather and/or periods of rain or other weather
conditions, inability to obtain labor or materials, or reasonable substitutes therefore,
governmental restrictions or requirements, governmental regulations, governmental controls,
inability to timely obtain governmental approvals, failure of power, riots, insurrection, war or
other enemy or hostile government action, civil commotion, fire or other casualty, early closure
of asphalt plants, and other causes beyond the reasonable control of the party obligated to
perform, shall excuse the performance by such party for a period equal to any such prevention,
delay, or stoppage, including the obligations of Landlord to deliver the Leased Premises. The
foregoing force majeure provisions are inapplicable to any payments of money due under this
Lease.
36. No Partnership Nothing in this Lease creates any relationship between the
parties other than that of landlord and tenant, and nothing in this Lease constitutes the Landlord a
partner of Tenant or a joint venturer or member of a common enterprise with Tenant. .
37. Counterparts This Lease may be executed in counterparts each of which shall
be deemed an original and all of which together shall constitute one instrument. A PDF
signature shall be deemed for all purposes to be an original.
38. Time is of the essence Time is of the essence with respect to the performance of
all obligations to be performed or observed by the Parties under this Lease.
39. Severability The invalidity of any provision of this Lease, as determined by a
court of competent jurisdiction, shall not affect the validity of any other provision hereof.
40. Entire Contract; Amendment This document expresses the entire agreement
between the parties and may not be amended or enlarged except by writing.
41. No Recording Neither party shall record this Lease, nor any memorandum of it.
42. Further Assurances Tenant will execute, acknowledge, and deliver all such
instruments and take all actions as Landlord from time to time may require to document and
maintain the tenancy created hereby including, but not limited to, estoppel letters and
subordination agreements.
43_ Copy Received Tenant hereby acknowledges receiving a copy of this Lease.
44. Limitation of Warranties There are no implied warranties of merchantability
or fitness or of any other kind arising out of this Lease.
45. No Prior or Other Agreements This Lease contains all agreements between the
Parties with respect to any matter mentioned herein, and supersedes all oral, written prior or
contemporaneous agreements or understandings.
46. Waiver of Jury Trial EACH PARTY HEREBY WAIVES ANY RIGHT TO
TRIAL BY JURY OF ANY CLAIM, DEMAND, ACTION OR CAUSE OF ACTION (i)
ARISING UNDER THIS LEASE OR (ii) IN ANY WAY CONNECTED WITH OR RELATED
OR INCIDENTAL TO THE DEALINGS OF THE PARTIES HERETO IN RESPECT OF THIS
LEASE OR THE TRANSACTIONS RELATED HERETO OR THERETO IN EACH CASE
WHETHER NOW EXISTING OR HEREAFTER ARISING. EACH PARTY HEREBY
AGREES AND CONSENTS THAT ANY SUCH CLAIM, DEMAND, ACTION OR CAUSE
OF ACTION SHALL BE DECIDED BY COURT TRIAL WITHOUT A JURY AND THAT
ANY PARTY MAY FILE AN ORIGINAL COUNTERPART OF A COPY OF THIS LEASE
WITH ANY COURT AS WRITTEN EVIDENCE OF THE CONSENT OF THE PARTIES
HERETO TO THE WAIVER OF THEIR RIGHT TO TRIAL BY JURY.
47. Broker Commissions Both Tenant and Landlord warrant that no brokers
procured this transaction. The parties agree to indemnify each other against any liability for
commissions to any brokers regarding this transaction.
48. Radon Disclosure In accordance with Florida Statutes, the following
information is provided:
Radon Gas: Radon is a naturally occurring radioactive gas that when it has accumulated
in a building in sufficient quantities, may present 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
in Florida. Additional information regarding radon and radon testing may be obtained from your
county public health unit.
[Signature page to follow]
IN WITNESS WHEREOF, the parties have set their hands and seals as of this 26 day
of September, 2017. .
(SEAL)
Attest: KEVIN MADOK, Clerk
Deputy Clerk
Witnesses:
By.
Print e: E vj V Co qn
Date:
By: Z
� "`
Print Name: Ska,ne SeX,,\
Date: 1t !� t'1
TENANT
Monroe Coun r, a Political Subdivision of the
State of Fl a
By:
MAYOR
Approved as to Form
ass 'sf ut bL'(ot/�
LANDLORD:
SUMMERI-AND RESORT PROPERTIES,
INC.
By:
P' Name: I Q
Date:
Nov.
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