04/11/2017 - 04/10/2024 10/18/2017Kevin Mado cPA
Clerk of the Circuit Court & Comptroller — Monroe County, Florida
DATE: November 2, 2017
TO: Kathy Peters, CP
County Attorney's Office
FROM: Pamela G. Han oc .C.
SUBJECT: October 18th BOCC Meeting
Unclosed is the original Item N3, ROW Lease Agreement and Consent to Assignment, for
your liandling. As discussed, the signature from FKQF is a color copy. If you are unable to
record the document, please obtain another original and I will process.
Should you have any questions, please feel free to contact me at ext. 3130. Thank you.
cc: Finance
File
EY WEST MARATHON PLANTATION KEY
)0 Whitehead Street 3117 Overseas Highway 88820 Overseas Highway
;y West, Florida 33040 Marathon, Florida 33050 Plantation Key, Florida 33070
)5- 294 -4641 305 - 289 -6027 305 -852 -7145
PK/ROTH BUILDING
50 High Point Road
Plantation Key, Florida 33070
305 -852 -7145
Da( :13 :2142229 11/03/2017 12:20P'M
Filed & Recorded in Official Records iaf
MONROE (AUNTY KEVIN MADOK
Dai :q :2142229
1 *1103 2377 1 1916
RIGHT -OF -WAY LEASE AGREEMENT
AND CONSENT TO ASSIGNMENT OF LEASE
THIS RIGHT -OF -WAY LEASE AGREEMENT ( "LEASE "), made and entered into
by the parties on this 18th day of October, 201.7, by and between MONROE COUNTY, a
political subdivision of the State of Florida, whose address is 1100 Simonton Street, Key
West, Florida 33040, ( "LESSOR ") and KEY MARINA DEVELOPMENT, LLC, a Florida
limited liability company, whose principal address is 52 Riley Road, Unit 155, Celebration,
Florida 34747 ( "LESSEE ") and FLORIDA KEYS QUALITY FOODS, INC., a Florida
corporation, whose principal address is 125 Milano Drive, Islamorada, Florida 33036, ( "SUB-
LESSEE").
WITNESSETH:
WHEREAS, the County owns the public right -of -way along Second Avenue in Key
Largo, Monroe County, Florida; and
WHEREAS, there exists an historic encroachment upon the Second Avenue public right -
of -way, of a concrete building and a frame building, existing since 1944 and the early
1960's respectively; and
WHEREAS, on November 12, 1997, the Monroe County Board of County
Commissioners (`BOCC ") entered into a Lease Agreement with Canalis Holding Corporation
( "Canalis ") for ten (10) feet of county right -of -way on Second Avenue, Key Largo, Florida,
for a term of ten (10) years from December 1, 1997, until November 30, 2017 ( "Original
Lease "); and
WHEREAS, on February 18, 2004, the Original Lease was assigned from Canalis to
Earthmark Companies, LLC ( "Earthmark "), which assignment was approved as required by
paragraph 7 of the Original Lease by the BOCC; and
WHEREAS, on August 18, 2004, the BOCC approved the Lease assignment from Earthmark
to Ocean Sunrise Associates, LLC ( "Ocean Sunrise "); and
WHEREAS, on July 20, 2011, the BOCC acknowledged the transfer of title through a
foreclosure action from Ocean Sunrise to Morgan Ocean Sunrise, LLC ( "Morgan Ocean
Sunrise "), and approved the assignment of the Lease to Morgan Ocean Sunrise on the same
date; and
WHEREAS, on July 20, 2011, the BOCC acknowledged and approved the Assignment of
1
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V1103 237'7 1 1917
Lease ( "Assignment of Lease ") from Morgan Ocean Sunrise to Florida Keys Quality
Foods, Inc., a Florida corporation, whose principal address is 125 Milano Drive,
Islamorada, Florida 33036 ( "Quality Foods "), a tenant of the contiguous property and
leased right -of -way upon which the existing historical encroachment is located; and
WHEREAS, Morgan Ocean Sunrise was successor in interest to the rights and obligations set
forth in the Development Agreement between Ocean Sunrise and the BOCC, which was
approved by Resolution 493 -2007 on November 14, 2007 ( "Development Agreement "),
which included the use of the leased property and which was executed subsequent to the
Lease, thus allowing some modifications in the use of the property under the Original Lease;
and
WHEREAS, the survey and site plan provided at the time of the Development
Agreement approval showed encroachment of buildings or structures beyond the original
description of the leased Premises as well as allowing parking, wheel stops, an impervious
handicapped parking space, and landscaping on the County right -of -way; and
WHEREAS, on September 21, 2011, the BOCC entered into an Amendment to Lease
with Morgan Ocean Sunrise reflecting the above changes, among other revisions, to the
Original Lease; and
WHEREAS, the contiguous property is currently owned by Key Marina Development, LLC,
a Florida limited liability company, whose principal address is 52 Riley Road, Unit 155,
Celebration, Florida 34747, as acquired through a Special Warranty Deed dated October
21, 2013, and recorded in Official Records Book 2655, Page 1209 in the Office of the Monroe
County Clerk of the Court ( "Key Marina "); and
WHEREAS, Key Marina is the current successor in interest to the rights and obligations
set forth in the Development Agreement and as outlined in the Key Marina Development,
LLC Major Conditional Use at Mandalay Proposed Site Plan ( "Site Plan "), attached hereto and
made a part hereof ( "Exhibit A "), which was approved by the Monroe County Planning
Commission on January 27, 2017, as part of its Resolution No. P34 -16; and
WHEREAS, Quality Foods is the current Lessee and Tenant of the leased property under
the Assignment of Lease with said lease term to expire on November 30, 2017; and
WHEREAS, on January 18, 2017, the BOCC approved a new Right -of -Way Lease Agreement
with Key Marina, as Lessor, and Quality Foods, as Sub - Lessee, for an historic encroachment
upon the Second Avenue public right -of -way in Key Largo, but the term of the Lease was
inadvertently omitted, and therefore, never executed by the Mayor on behalf of the BOCC; and
;2142229 1918
I:�Icfi 2377 I'9#
WHEREAS, Key Marina and Quality Foods now desire to terminate the Original Lease and
the Assignment of Lease, and terminate and rescind the BOCC approval on January 18, 2017,
of the new Right -of -Way Lease Agreement, which was never fully executed; and
WHEREAS, Key Marina has provided a new Survey and Legal Description, dated
December 7, 2016, incorporating the Site Plan revisions for the Mandalay property, a copy
of which is attached hereto and made a part hereof ( "Exhibit B "); and
WHEREAS, Key Marina is the legal title owner of the contiguous property and desires
to become the LESSEE; and
WHEREAS, Key Marina and Quality Foods entered into a Lease Agreement dated April 11,
2017, ( "Lease Agreement "), for the lease by Quality Foods of the contiguous property,
together with the property owned by Monroe County, for an initial lease term of seven (7)
years and for renewal terms of three (3) periods of five (5) years each; and
WHEREAS, Quality Foods, as the current tenant of the contiguous property, desires to
become the SUB - LESSEE of the leased Premises;
WHEREAS, Key Marina, Quality Foods, and BOCC desire to enter into this Right -of-
Way Lease Agreement reflecting the revised survey and legal description; and
WHEREAS, this Right -of -Way Lease Agreement ( "ROW LEASE ") is entered into in order
to reflect the historic encroachment upon the Second Avenue public right -of -way, of a
concrete building and a frame building, existing since 1944 and the early 1960's
respectively, which buildings are currently owned by Key Marina, and the additional uses of
parking spaces, wheel stops, an impervious handicapped parking space, and landscaping on the
County right -of -way.
NOW THEREFORE, IN CONSIDERATION of the mutual promises and covenants set
forth below, the parties agree as follows:
MONROE COUNTY BOARD OF COUNTY COMMISSIONERS ( "LESSOR ") for and
in consideration of the mutual covenants and agreements hereinafter contained, does hereby
lease to KEY MARINA (`LESSEE ") the right —of -way on Second Avenue, Key Largo,
Florida, contiguous to the Mandalay development, more particularly described in
paragraph two (2) below and subject to the following terms and conditions:
1. TERM The Original Lease dated November 12, 1997, which expires on November 30,
2017, is hereby terminated upon approval by the BOCC and full execution of this ROW
LEASE. Additionally, the ROW LEASE approved by the BOCC on January 18, 2017,
3
Dai.p 21 , 322;49
1:114.14 21377 1 1919
between the herein parties, but never executed by the Mayor on behalf of the BOCC is
hereby rescinded. The initial term of this ROW LEASE shall be for a period of
seven (7) years commencing retroactively to the 11th day of April, 2017, and
ending on the 10 day of April, 2024, unless sooner terminated pursuant to the
provisions of this ROW LEASE. The term and renewal options of this ROW LEASE
coincide with the same terms set forth in that certain Lease Agreement dated April 11,
2017, between Key Marina Development, LLC and Florida Keys Quality Foods, Inc.,
recorded on July 6, 2017, in the Official Records of Monroe County in Book 2863 at
Page 416.
2. RENEWAL TERMS Lessor shall have the option to renew this ROW LEASE after
the original term, for three (3) additional periods of five (5) years each.
3. OPTION TO RENEW Lessor hereby grants to Lessee the option to renew this,ROW
LEASE for the renewal terms on the condition that at the time Lessee exercises each
option to renew, Lessee is not in default under this ROW LEASE beyond the expiration
of any applicable cure period. Lessee shall exercise its right to renew and extend the
lease term, if at all, by providing written notice of extension to Lessor at least ninety
(90) days prior to the expiration of the lease term.
4. DESCRIPTION OF PREMISES The property subject to this Lease is situated in
the County of Monroe, State of Florida, and is more particularly described in
Exhibit `B" attached hereto and made a part hereof ( "Premises ").
5. CONSIDERATION _ LESSEE shall pay to LESSOR the sum of Four Hundred Six
and 25/100 Dollars ($406.25) per month for a total amount of Four Thousand
Eight Hundred Seventy -five and 00 /100 ($4,875.00) Dollars annually. LESSOR agrees
to pay in advance the total amount of Fourteen Thousand Six Hundred Twenty -five and
00 /100 ($14,625.00) Dollars as payment in full for the initial three (3) years of the
seven (7) year term of this Lease, and to thereafter pay the remaining annual rental
payments in two -year increments on or before the annual renewal date of the Lease.
The initial rental payment for three (3) years shall be paid within ten (10) days of
execution of this ROW LEASE. If this ROW LEASE should be terminated prior to the
expiration of the initial seven (7) year term by any party, or should the LESSEE default
in these terms hereof, LESSEE and any subsequent Sub - Lessee waives any and all
rights to any advance rental payment for any remaining rental fee which may not yet be
due under the terms of the Lease. All subsequent rental payments due for any renewal
period shall also be paid in full in advance for the two -year incremental periods upon
notice of exercising LESSEE'S option to renew the Lease. All rental payments shall be
made payable to Monroe County and remitted to the Monroe County Clerk of Court
for the Monroe County Board of County Commissioners at 500 Whitehead Street,
4
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;;,722 9
2 0 1920
I:�Ic.ti
Key West, Florida 33040.
6. PURPOSE This ROW LEASE is for the purpose of reflecting the historic
encroachment upon the Second Avenue public right -of -way, of a concrete building
and a frame building, existing since 1944 and the early 1960's respectively and
allowing the use of the existing buildings and accessory structures that exist on the
County right -of -way as shown on the survey, a copy of which is attached hereto
and made a part hereof as Exhibit "B ".
7. OUIET ENJOYMENT AND RIGHT OF USE LESSEE shall have the right of
ingress and egress to, from, and upon the leased Premises for all purposes necessary
to the full quiet enjoyment by said LESSEE of the rights conveyed herein.
8. UNAUTHORIZED USE LESSEE shall, through its agents and employees, prevent
the unauthorized use of the leased Premises or any use thereof not in conformance
with this ROW LEASE. Development shall only be as allowed by the Development
Agreement dated November 14, 2007, as modified pursuant to Resolution No. P34 -16 of
the Monroe County Planning Commission on October 26, 2016, as to the current use
and commercial square footage, as provided by law. Only parking, wheel stops, an
impervious handicapped parking space, and landscaping are otherwise permitted within
the leased area, outside of the structures and buildings shown on Exhibit "A ", in
accordance with the Development Agreement and any conditional use permit. Whether
the Development Agreement is in effect or not, there shall be no changes or
improvements which encroach or further increase the footprint of the existing
development as shown on Exhibit "A ".
9. ASSIGNMENT /SUBLEASE This ROW LEASE shall not be assigned or subleased
in whole or in part without the prior written consent of LESSOR. Any assignment or
sublease made either in whole or in part, without the prior written consent of
LESSOR, shall be void and without legal effect.
a. LESSOR hereby consents to the sub -lease of the Premises to Florida Keys Quality
Foods, Inc., a Florida corporation, whose principal address is 125 Milano Drive,
Islamorada, Florida 33036, a tenant of the contiguous property and leased right -
of -way upon which the existing historical encroachment is located ( "Quality
Foods "), so long as Quality Foods has a valid and enforceable lease with LESSEE
for the contiguous property, owned by LESSEE.
b. LESSEE shall provide LESSOR with a copy of its Lease Agreement with Quality
Foods and any amendments or renewals thereto, within ten (10) days of execution
thereof.
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1`11(.13 2377 1 1921
c. Should LESSEE and Quality Foods fail to enter into a valid lease for the
contiguous property, at this time or at any time in the future, the consent for sub-
lease will be automatically terminated.
d. The consent authorized in this ROW LEASE is solely for the sub -lease of the leased
Premises to Quality Foods as the SUB - LESSEE and not to any subsequent Sub -
Lessee without prior written approval.
10. EASEMENTS This ROW LEASE is subject to any utility easement existing on
said leased Premises. Any other easement not approved in writing by LESSOR
shall be void and without legal effect.
11. RIGHT OF INSPECTION LESSOR or its duly authorized agents, representatives,
or employees shall have the right at any and all times during daylight hours to inspect
the leased Premises and the works and operations of LESSEE in any matter pertaining
to this ROW LEASE.
12. INSURANCE REOUIREMENTS During the term of this ROW LEASE,
LESSEE shall procure and maintain policies of fire, extended risk, and general
liability insurance coverage. The liability insurance coverage shall be in an amount not
less than Two Hundred Thousand Dollars and 00 /100 ($200,000.00) per occurrence
and Three Hundred Thousand Dollars and 00 /100 ($300,000.00) per occurrence for
personal injury, death, and property damage on the leased Premises. Such policies of
insurance shall name LESSOR, Monroe County, as an additional insured. LESSEE
shall submit written evidence of having procured all insurance policies required
herein prior to the effective date of this ROW LEASE and shall submit annually
thereafter written evidence of maintaining such insurance policies to the Monroe
County Clerk of the Court, 500 Whitehead Street, Key West, Florida 33040. LESSEE
shall purchase all policies of insurance from a financially responsible insurer duly
authorized to do business in the State of Florida. LESSEE shall be financially
responsible for any loss due to failure to obtain adequate insurance coverage, and the
failure to maintain such policies or certificates in the amounts set forth shall constitute
a breach of this ROW LEASE.
13. LIABILITY AND INDEMNIFICATION Notwithstanding any minimum insurance
requirements prescribed elsewhere in this agreement, LESSEE covenants and agrees
that it shall defend, indemnify, and hold the LESSOR and LESSOR'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
0
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E1103 21377 1 1922
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, sub - lessees in any tier, or other invitees during the
term of this Agreement, (b) the negligence or willful misconduct of LESSEE or any
of its employees, agents, sub - lessees in any tier, or other invitees except to the
extent the claims, actions, causes of action, litigation, proceedings, costs, or expenses
arise from the intentional or sole negligent acts or negligent acts in part or omissions
of the LESSEE 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 related to events or circumstances that occur during the term of
this R O W LEASE, this section will survive the expiration of the term of this
ROW LEASE or any earlier tennination of this ROW LEASE. The extent of liability
is in no way limited to, reduced, or lessened by the insurance requirements contained
elsewhere within this ROW LEASE.
14. PAYMENT OF TAXES AND ASSESSMENTS LESSEE shall assume full
responsibility for and shall pay all liabilities that accrue to the leased Premises or to
the improvements thereon, including any and all ad valorem taxes and drainage and
special assessments or taxes of every kind and all mechanic's or materialmen's liens
which may be hereafter lawfully assessed and levied against the leased Premises.
15. NO WAIVER OF BREACH The failure of LESSOR to insist in any one or
more instances upon strict performance of any one or more of the covenants, terms,
and conditions of this ROW LEASE shall not be construed as a waiver of such
covenants, terms, or conditions, but the same shall continue in full force and effect,
and no waiver of LESSOR of any of the provisions hereof shall in any event be
deemed to have been made unless the waiver is set forth in writing, signed by
LESSOR.
16. TIME Time is expressly declared to be of the essence of this ROW LEASE.
17. UTILITY FEES LESSEE shall be responsible for the payment of all charges for
the furnishing of gas, electricity, water, and other public utilities to the leased
Premises and for having all utilities turned off when the leased Premises are
surrendered.
18. MINERAL RIGHTS This ROW LEASE does not cover petroleum or petroleum
products or minerals and does not give the right to LESSEE to drill for or develop
the same, and LESSOR specifically reserves the right to lease the leased Premises for
purpose of exploring and recovering oil and minerals by whatever means
appropriate; .provided, however, that LESSEE named herein shall be fully compensated
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I:II01 21377 1 1923
for any and all damages that might result to the leasehold interest of said LESSEE
by reason of such exploration and recovery operation.
19. RIGHT OF AUDIT LESSEE shall make available for LESSOR all financial and
other records relating to this ROW LEASE and LESSOR shall have the right to
either audit such records at any reasonable time or require the submittal of an
annual independent audit by a Certified Public Accountant during the term of this
ROW LEASE. This right shall be continuous until this ROW LEASE expires or
is terminated. This ROW LEASE may be terminated by LESSOR should LESSEE
fail to allow public access to all documents, papers, letters or other materials made or
received in conjunction with this Lease, pursuant to the provisions of Chapter 119,
Florida Statutes.
20. CONDITION OF PREMISES LESSOR assumes no liability or obligation to
LESSEE with reference to the condition of the leased Premises. The leased Premises
herein are leased by LESSOR to LESSEE in an "as is" condition, with LESSOR
assuming no responsibility for the care, repair, maintenance, or improvement of the
leased Premises for the benefit of the LESSEE.
21. COMPLIANCE WITH LAWS LESSEE agrees that this ROW LEASE is
contingent upon and subject to LESSEE obtaining all applicable permits and
complying with all applicable permits, regulations, ordinances, rules, and laws of
Monroe County, the State of Florida or the United States or of any political
subdivision or agency of either.
22. BREACH OF COVENANTS, TERMS OR CONDITIONS Should LESSEE
breach any of the covenants, terms or conditions of this ROW LEASE, LESSOR
shall give written notice to LESSEE to remedy such breach within sixty (60) days of
such notice. In the event LESSEE fails to remedy the breach to the satisfaction of
LESSOR within sixty (60) days of receipt of written notice, LESSOR may either
terminate this ROW LEASE and recover from LESSEE all damages LESSOR may
incur by reason of the breach including, but not limited to, the cost of recovering
the leased Premises and attorneys' fees or maintain this ROW LEASE in full force
and effect and exercise all rights and remedies herein conferred upon LESSOR.
23. DAMAGES TO THE PREMISES
a. LESSEE shall not do, or suffer to be done, in, on or upon the leased Premises or
as affecting said leased Premises or adjacent properties, any act which may result
in damage or depreciation of value to the leased Premises or adjacent properties,
or any part thereof.
8
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DIM 2377 Pgtt 1924
b. LESSEE shall not generate, store, produce, place, treat, release or discharge any
contaminants, pollutants or pollution, including, but not limited to, hazardous or
toxic substances, chemicals or other agents on, into, or from the leased Premises
or any adjacent lands or waters in any manner not permitted by law. For the
purposes of this ROW LEASE, "hazardous substances" shall mean and include
those elements or compounds defined in 42 USC Section 9601 or which are
contained in the list of hazardous substances adopted by the United States
Environmental Protection Agency (EPA) and the list of toxic pollutants designated
by the United States Congress or the EPA or defined by any other federal, state
or local statute, law, ordinance, code, rule, regulation, order or decree regulating,
relating to or imposing liability or standards of conduct concerning any hazardous,
toxic or dangerous waste, substance, material, pollutant or contaminant.
"Pollutants" and "pollution" shall mean those products or substances defined in
Florida Statutes, Chapter 376 and Chapter 403, and the rules promulgated
thereunder, all as amended or updated from time to time. In the event of
LESSEE's failure to comply with this paragraph, LESSEE shall, at its sole cost
and expense, promptly commence and diligently pursue any legally required
closure, investigation, assessment, cleanup, decontamination, remediation,
restoration and monitoring of (1) the leased Premises, and (2) all off -site ground
and surface waters and lands affected by LESSEE's such failure to comply, as
may be necessary to bring the leased Premises and affected off. -site waters and
lands into full compliance with all applicable federal, state, or local statutes,
laws, ordinances, codes, rules, regulations, orders and decrees, and to restore the
damaged property to the condition existing immediately prior to the occurrence
which caused the damage. LESSEE's obligations set forth in this paragraph shall
survive the termination or expiration of this ROW LEASE. This paragraph shall
not be construed as a limitation upon LESSEE's obligations regarding
indemnification and payment of costs and fees as set forth in paragraph 11 of
this ROW LEASE, nor upon any other obligations or responsibilities of the
LESSEE as set forth herein. Nothing herein shall relieve LESSEE of any
responsibility or liability prescribed by law for fines, penalties and damages levied
by governmental agencies, and the cost of cleaning up any contamination caused
directly or indirectly by LESSEE's activities or facilities. Upon discovery of a
release of a hazardous substance or pollutant, or any other violation of local, state,
or federal law, ordinance, code, rule, regulation, order or decree relating to the
generation, storage, production, placement, treatment, release or discharge of any
contaminant, LESSEE shall report such violation to all applicable governmental
agencies having jurisdiction and to LESSOR, all within the reporting period of the
applicable agency.
c. Should the buildings which extend onto the leased Premises be substantially
Q ,
I:la,,p 2142229
I:IRIt 2377 Pg# 1925
damaged for any reason and cannot be repaired but must, pursuant to law, be
removed and replaced by structure(s) meeting laws in existence at the time of such
occurrence, this ROW LEASE shall be automatically terminated.
24. SURRENDER OF PREMISES Upon termination or expiration of this ROW
LEASE, LESSEE shall surrender the leased Premises to LESSOR. In the event no
further use of the leased Premises or any part thereof is needed, LESSEE shall give
written notification to LESSOR at least six (6) months prior to the release of
any or all of the leased Premises. Notification shall include a legal description and
an explanation of the release. The release shall only be valid if approved by LESSOR
through the execution of a release of the ROW LEASE instrument with the same
formality as this ROW LEASE. Prior to surrender of all or any part of the leased
Premises, a representative of the Division of State Lands shall perform an on -site
inspection. If the leased Premises violate conditions set forth in paragraph 8 herein,
LESSEE shall pay all costs necessary to remove any unauthorized improvements or
changes.
25. PROHIBITIONS AGAINST LIENS OR OTHER ENCUMBRANCES Fee title
to the leased Premises is held by LESSOR. LESSEE shall not do or permit anything
to be done which purports to create a lien or encumbrance of any nature against
the real property contained in the leased Premises including, but not limited to,
mortgages or construction liens against the leased Premises or against any interest of
LESSOR therein. Notwithstanding, LESSEE shall be entitled to mortgage its leasehold
interest in the Premises provided such mortgage interest is subordinate to the terms and
conditions of the ROW LEASE. LESSEE shall provide the documents to LESSOR
thirty (30) days before closing to verify that the appropriate language is in the proposed
documents.
26. PARTIAL INVALIDITY If any term, covenant, condition or provision of this
ROW LEASE shall be ruled by a court of competent jurisdiction to be invalid, void, or
unenforceable, the remainder shall remain in full force and effect and shall in no way
be affected, impaired or invalidated.
27. ARCHAEOLOGICAL AND HISTORIC SITES Execution of this ROW LEASE
in no way affects any of the parties' obligations pursuant to Chapter 267, Florida
Statutes. The collection of artifacts or the disturbance of archaeological and historic
sites on state -owned lands is prohibited unless prior authorization has been obtained
from the Department of State, Division of Historical Resources.
28. SOVEREIGNTY SUBMERGED LANDS This ROW LEASE does not authorize
the use of any lands located waterward of the mean or ordinary high water line of
10
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li�lc.ti
2377 1
any lake, river, stream, creek, bay, estuary or other water body or the waters or
the airspace thereabove.
29. DUPLICATE ORIGINALS This ROW LEASE is executed in duplicate originals
each of which shall be considered an original for all purposes.
30. ENTIRE UNDERSTANDING This ROW LEASE and the exhibits attached
hereto set forth the entire understanding between the parties and shall only be
amended with the prior written approval of LESSOR.
31. MAINTENANCE OF IMPROVEMENTS LESSEE shall maintain the real
property contained within the leased Premises in a state of good condition
including, but not limited to, keeping the leased Premises free of trash or litter and
meeting all building and safety codes in the location situated.
32. GOVERNING LAW / VENUE This ROW LEASE shall be governed by and
interpreted according to the laws of the State of Florida and venue for any action arising
under this ROW LEASE shall be in Monroe County, Florida. The parties agree to
mediate any disputes under this ROW LEASE, and further agree that it is not subject to
arbitration.
33. SECTION CAPTIONS Articles, subsections and other captions contained in this
ROW LEASE are for reference purposes only and are in no way intended to describe,
interpret, define or limit the scope, extent or intent of this ROW LEASE or any
provisions thereof.
34. NOTICES. All notices given under this ROW LEASE shall be in writing and shall be
served by certified mail including, but not limited to notice of any violation served
pursuant to Sec. 253.04, Florida Statutes, to the last address of the party to whom notice
is to be given, as designated by such party in writing. LESSOR, LESSEE, and SUB-
LESSEE, hereby designate their addresses as follows:
LESSOR:
County Administrator
1100 Simonton Street
Suite 205
Key West, Florida 33040
LESSEE:
Key Marina Development, LLC
52 Riley Road, Unit 155
11
Dai :tt ;2142229
E1103 21377 Pga 1927
Celebration, Florida 34747
SUB - LESSEE:
Florida Keys Quality Foods, Inc.
125 Milano Drive
Wamorada, Florida 33036
35. JURY TRIAL. In the event of a dispute, all parties hereto agree to waive the right
to a jury trial.
36. ATTORNEY'S FEES AND COSTS. The LESSOR, LESSEE, and any
subsequent SUB - LESSEE agree that in the event of any cause of action or
administrative proceeding is initiated or defended by any party relative to the
enforcement or interpretation of this lease, the prevailing party shall be entitled to
reasonable attorney's fees, court costs, investigative, and out -of- pocket expenses, as an
award against the non - prevailing party, and shall include attorney's fees, court costs,
investigative, and out -of- pocket expenses in appellate proceedings. Mediation
proceedings initiated and conducted pursuant to this ROW LEASE shall be in
accordance with the Florida Rules of Civil Procedure and usual and customary
procedures required by the Circuit Court of Monroe County.
37. BINDING EFFECT. The terms, covenants, conditions, and provisions of this
ROW LEASE shall bind and inure to the benefit of the LESSOR and LESSEE and their
respective legal representatives, successors, and assigns.
38. AUTHORITY. Each party represents and warrants to the other that the execution,
delivery, and performance of this ROW LEASE have been duly authorized by all
necessary County and corporate action, as required by law.
•.'12
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I:Ilcm 2377 1 1928
IN WITNESS WHEREOF, the parries hereto have set their hands and seals the day
Wrfirst above written.
MADOK, CLERK
Deputy Clerk
WITNESSES:
Print e: dG . J K, ,l
fv o
Name: ��ShyGt 'CCf�J�
WITNESSES:
Print Name:
Print Name:
BOARD OF COUNTY COMMISSIONERS
OF MONROE COUNTY, FLORIDA
BY.
Mayor /Chairperson
KEY MARINA DEVELOPMENT, LLC
LESSEE
BY
Print Name: (Y)n r
Title: �_����,n�lj�'
FLORIDA KEYS QUALITY FOODS, INC.
SUB- LESSEE
BY:
Print Name:
Title:
MiOl ROE COUNTY ATTORNEY'S OFFICE
FRbyED A . T FORM
PATRICIA EABLES
ASSISTANT COUNTY ATTORNEY
DATE: I O - 2a - Z
13
rlip:# 2142229
1:1103 2377 I*gH 1929
IN- WITNESS WfIEREOF, the parties hereto have .set their hands and seals the day
9,--,Arst above written.
BOARD OF COUNTY COMMISSIONERS
MADOK, CLERK OF MONRO COUNTY, FLORIDA
fff
/gyp r
'MP
BY:
)eput Clerk 7 Mayor/Chairperson U
WITNESSES: KEY MARINA DEVELOPMENT, LLC
LESSEE
BY:
.Print Name Print Name:
Title:
Print Name:
WITNESSES:.
FLORIDA ti
KEYS QUALITY FOODS, INC.
QUALITY FOODS, ,INC.
SUB-LESSEE
BY.
PrintName: /��"e �, -� I .
Title:
MONROE COUNTY ATTORNEY'S OFFICE
PATRICIA EABLES
ASSISTANT COUNTY ATTORNEY
DATE 10 - 2 x - 17
13
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KEYMARINADEVEL OPMENT'
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1:1103 2377 P90 1930
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KEYMARINADEVEL OPMENT'
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Dai.-13 :21
1:1103 2377 P90 1930
1 1
'SKETCH ANUDESCRIPTION
XPOiltION"O" - FA - M $14T.16"LEME
. ( B.-25038 ,06'�,A M.CA).,
KEY IAdb.'Mdl4R0tC0'NTY, FLORIDA—
:21
. 'SURVEYOWS NOTES: 1 21377 l 1931
1. Reproductions of this Sketch ore not valid without the signature and the original raised seal of
a Florida licensed surveyor and mapper.
2. No Title Opinion or Abstract to the subject, property has been provided. It is possible that
there are Deeds. Easements, or other Instruments (recordid or unrecorded) which in cy affect
the subject property. No search of the Public Records has been made by the Surveyor,
3. The land description shown hereon was prepared by the Surveyor.
4. Bearings shown hereon are based on the adjoining plot of KEY LARGO NORTH, recorded In Plot
Book 7, Page 22 of the Public 'Records of Monroe County, Florida with . the northeasterly
right—of—way line of Second Avenue having a biaring of N 4417'16"X
5. Data shown hereon was compiled from Instrument(s) of record and,,does: not constitute a
boundary survey.
6. Abbreviation Lege F.B. = Field Book; L.B.- = Licensed Business; M.C.R. = Monroe County
Records; No. = Number; PF.B. = 6Mcioi "Records Book; P.B. Plat Book; PG. = Page; P.L.S.
Professional Land Surveyor, Pat!' P,O
Or on of, B. =Point of 'BdJfnnIng; P.O.C.
Point of Commeric'eme'rit: S.F. = S4Uore Feet.
CERTIFICATION:
I HEREBY CERTIFY that the attached Sketch,and Description of the hereon described. property it true
and correct to the best of My knowledge and belief as prepared n
er y direction. I FURTHER
CERTIFY that this Sketch and Description meets the Standards' of Practice set 'forth in Chapter
5, —117, Florida Administrative Code, pursuant to Section 472.02 , 7. Florid . 'S - tatutes.
Date: C, 7— - Z? C
CH EF --A --TOW, �'
Florida Registration No. 5328
ffiAROM k ASS — ii-
OCIATES, INC.
LB. No. 3300
NOT VALID WITHOUT SHEETS 1 3
REVISIONS
A U4 SS JOB 0 -
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&Afto SUA,
0 W aiv� W S UITE iO2 DATE'
BOCA RAT09AOR04 3=
T -`(661) M-2594."FAK(56) 314-7125
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CHECKED. SAM.
SNIT ,F.9' ` NONE PG.
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Exhibit B Page 1 ol
I� S IN:
t:1 '
A` ORI
KEY LARGO; MONROE COUNTY,
I;Iorp 2142229
1 *114.11 2377 1 1932
A portion of an Amendment to _Lease, as recorded in OMciol Records Book 2539, Page 1634, of
the Public Retards of Monroe County, Florida, described as' follows:
A portion of Second Avenue adjacent_ to Lot 1, Block 4, MANDALAY, according to-tha Plot
thereof, as : recorded In Plat Book 1, - Page 194; of the µ Public Records of Monroe County, Florida,
described as follows: e
LAND DESCRIPTION:
COMMENCE at the intersection of the centerline of said_.Second Avenue with the centerline of East
Second Street, according to said..Plat; _thence S'4-V37 E along the centerline of said Second
Avenue, a distance of 25.00 feet to a point an the �4outhwesterty`•pr6ject" 6f the southeasterly.
right -of =way line , of East Second ' Street; `thence N 45`17'46 "', E along said southwesterly pro jectian
of East Second Street, 9.610 feet to aline being 20.40 feet = southwesterly of and parallel with: the
northeasterly right'' -of- -way line' of said= Second Avenue , ''said `Ime also being the = southwesterly le _ ..,
limits of said Amendment to:-Lease; thence °S 44'3716 ", .E 0664 said parallel Brie and .,said
southwesterly jlimits of said iArnendment to Lease, 19 fe` t to'' ;a' point on; the southaostei=ly
11 m Its of a proposed cul�de -sac and a ;point ° o a non `tang`ent curve, concave =.to the `ecst,
havi radius of 20. 75 feet and , a centra l angle .of 1T2Q'68" (a radial .,:'line ' bears
S 76 E from said point ), .said point also being the POINT OF '-THE BEGINNING, thence
nortFieriy clang , said southeasterly limits of ,proposed cul =da sot along the of and xsbsd
non - tangent curve, a distance cf.:6 28`feet; :(the' next three courses ;and distaaces. befng along
said southeasterl" limits of m - ,
y proposed cul o de -sac) thence N 4721'06" E, 3.52 ,feet, #Hence
N 43'27'45°, E, 3.27' feet to a point on a non= tangent curve, concave to the nerthwest, having a
radius of 50.00 feet and ; o central angle of 10'5 618 (a. , radlal ,line bears S 48'24'43" E �. to sold
point); thence northeasterly along the arc of saitl non tangent curve d� distance of 9.55 feet to
the northeasterly line of said 'Amendment to Lease .and , a point ;of cusp with a non tangen
curve. COnCOVC to'the northeast;, haysng}c rddius of '25-66 feet and o central Ingle of 2034'30"
r
(a radlal I bears S 65'67'14" W from :said point)t thence.,southeasterly.al�ng` smd northeasterly
line of Amendm nt to Leose and the` ar "c of sal .. curve, rve, 'a ,di tonce of: 8.98: feet 'to
a' point or tangency, thence S 44'37'16" E along satd northeasterly line . of Am`snditient to „Lease
also being said 'r:artheasterly right -of way Iine ;" of said Second Avenue, o 'distance .of 151.90 fleet
to the southebsterly limits ' of- said Amendment to Lease; thence S;. 45"222 4+F" W along said
sautkieosterly ;limits of said Amendment . #o Lease, a distance of 20 40 feet to said line being
20 40 f southwesterly, of and parallel with 'the no right of� line oW . of Second
Avenue and acid southwesterly linilts of said Arnendrent #o Lease; thence N "'4437'16" W, ofong
sold parallel line aria soid''sauthwesterly iirriits of Bald Amendment ''to Leone, a distance of 156.64
feet to the POINT OF i3EG;NNING. '
Said, lands lying and situate to Key Largo, Monroe County, Florida, containing 3,249 square feet
(0.475 acres), more or less.
NOT VALID WITHOUT SHEETS 1= 3
REVISIONS
A
oe ,&assoo� S
v sc
M .51
Exhibit H,
JOB * ' .:,x
swm 060 DAM
u aM2 ay.
Page ;2. of 3
2OF3
A -PORT
rVEN
X10'56'18" X14
L =9.55' �f
N 427 E
3.27'
N47'21'06 "E 3.52'
N 4517'46' E 9.60' •
F.O.C. s.
INTERSECTION OF fir i
CENTERUNE OF `�s"♦ i
SECOND„ AVENUE �•�'• ��
AND CENTERLINE`
AST SECOND STREET
5 .437'16" E 19.99' `
SOUTHWESTERLY'UMITS OF I
AMENDMENT 70 VASE �
(O,R.B. 2539/1b34 M.G.R.}
R= 20.75' P.O. B.
A•_-l 20'06"
L- -6.28'
NOT VALID WITHOUT SHEETS 1 -3
REVISIONS
1:14p.-Ill :2142229
Hilds 2137'7 PgN 1933
XETCH AND DESCR1PT10N "
)W't a MENDW T TO LWt
(O:R9 2539; PQ ;1834; M.C.R.)
ARGO, MONROE COUNTY, FLORIDA
\Uy` o
30 BO
� SOUTHEASTERLY
r, UMItS PROPOSED .
COL= DE4SAC
tr POIM' OF CUSP •�
ao
5 "25.00
r 4=20'34'30" ' �� o Ep \ \
NORTHEASTERLY •,
T)j UNE'OF AMENDMENT • �,p '
S ` :.
4T'e x TO U:ASE J
I le
� , (o.R.e: "zsa9 /]634 M.C.R.) • •�
T�3 ! Gy�`y�9C�•.
Ir
20.40'- SOUiFi1NE5fE'RIYJ ey 1 -
OF AND PARALLEL`
NORTHFASi13iLY Q �,
RIGHT!;-OF—WAY
SECOND
AVIROM kASSOCIATES, INC.
JOB 6:
5884-6
&Aas* SURVEYING, WAPPING
SCALE.
1•#30'
v� 50aW gndAIGNi = SU1T81Q2
DAVE
12107120]8'
so CA RATION, F Qp" 3UJ2
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:CHECi(ED:
SAM.
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_ T OF3
Exhibit at Page 3. of 3 MONRO COUNTY
I,IFI' IC TAI- RECORDS