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Item M2 BOARD OF COUNTY COMMISSIONERS AGENDA ITEM SUMMARY Meeting Date: August 20, 2014 Division: CAY Bulk Item: Yes XX No _ _ Staff Contact Person: Pedro Mercado AGENDA ITEM WORDING: Approval of the Fifth amendment to the Proplaza LLC., lease to reflect a change in ownership. ITEM BACKGROUND: The County Attorney's Offices are located in leased office space at the professional plaza located on 121h street. The ownership of the office space leased to the CAY changed hands on July 1, 2014. This amendment is to reflect the change in ownership and to correctly identify and set forth the contact information of the new property owner. PREVIOUS RELEVANT BOCC ACTION: Approved the original lease dated July 18,2007 and lease extensions dated April 20, 2011, April 18, 2012, May 15, 2013 and June 11, 2014. CONTRACT/AGREEMENT CHANGES: Changes the business name from 12`h Street LTD.,to Proplaza LLC.,updates the contact information and includes the initial rental fee due to the new Lessor. STAFF RECOMMENDATIONS: Approval TOTAL COST: N/A BUDGETED: Yes XX No COST TO COUNTY: $0 SOURCE OF FUNDS: N/A REVENUE PRODUCING: Yes No xx AMOUNT PER MONTH YEAR APPROVED BY: County Atty OMB/Purchasing Risk Managements , DOCUMENTATION: Inc ded XX Not Required DISPOSITION: AGENDA ITEM# MONROE COUNTY BOARD OF COUNTY COMMISSIONERS CONTRACT SUMMARY Contract with: Proplaza, LLC Contract# Effective Date: 8/1/2014 Expiration Date: 8/31/2015 Contract Purpose/Description: Approval of the Fifth Amendment to Monroe County Attorne 's Office Lease Agreement. This amendment is to reflect the change in ownership from 12th Street. LTD to Proplaza LLC on July 1, 2014. Contract summary cost reflectes an annual 4% increase effective 10/1/14 per original lease agreement dated 7/18/07. Contract Manager: Pedro Mercado 3470 County Attorney#7 (Name) (Ext.) (Department/Stop#) for BOCC meeting on 8/20/14 Agenda Deadline: 8/5/14 CONTRACT COSTS Total Dollar Value of Contract: $ 156,332.70 Current Year Portion: $ Budgeted? Yes® No ❑ Account Codes: 67501-530440- - - 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 Nered ie erDivision Director 7/25/14 Yeo❑ 4 Risk Management " Yes[:] No .... � O.M.B./Purchasing d A Yes❑ No®r 2 -z County Attorney 7/25/14 Yes[:]No r 77Z / Comments: OMB Form Revised 2/27/01 MCP#2 FIFTH AMENDENT TO LEASE AGREEMENT PROPLAZA, LLC. THIS FIFTH AMENDMENT (hereafter Amendment) is made and entered into this 201h day of August, 2014, by and between Monroe County, a political subdivision of the State of Florida, whose address is 1100 Simonton Street, Key West, FL 33040 (hereinafter "COUNTY" or "LESSEE"), and Proplaza, LLC., a Florida Limited Liability corporation, whose address is 1111 121h Street, Suite 212, Key West, FL 33040 (hereinafter"OWNER"or"LESSOR"). WHEREAS, on the 181h day of July 2007, the COUNTY entered in to a 4 year lease (hereinafter Original Lease) with a termination date of August 31st, 2011 with the LESSOR's predecessor in interest; and WHEREAS, the County and the LESSOR's predecessor in interest entered into one year lease extensions dated April 20, 2011, April 18, 2012, May 15, 2013 and June 11, 2014; and WHEREAS, LESSOR's predecessor in interest transferred all rights, title, interest and obligations to the leasehold by means of a Warranty Deed dated July 1st, 2014. attached hereto as Exhibit A. and made a part hereof; and WHEREAS, LESSOR's predecessor in interest operated under the business name of 12ih Street, LTD., and LESSOR will be operating under the business name of Proplaza LLC.; and WHEREAS, the parties desire to update the lease to reflect the change in the underlying ownership of the leased property, now, therefore, IN CONSIDERATION of the premises and of the mutual covenants and agreements herein contained, and other valuable considerations, the parties agree as follows: SECTION 1. Article 4. RENT, subparagraph A. of the original lease is amended to read as follows: A. For the use of the premises, the LESSEE must pay the LESSOR the sum of $150,319.92 per year, due in monthly installments payable in arrears upon receipt of a proper invoice pursuant to the Florida Prompt Act, Section 218.70, Florida Statutes, et seq. Rent Payments should be sent to: Proplaza, LLC. 1111 121h Street, Suite 212 Key West, Fl. 33040 SECTION 2. Article 25. NOTICES. is amended to read as follows: Notices in this Agreement, unless otherwise specified, must be sent by certified mail to til following: LESSOR: COUNTY/LESSEE: Proplaza, LLC County Attorney 1111 12th Street, Suite 212 PO Box 1026 Key West, Fl, 33040 Key West, Fl. 33040 And County Administrator 1100 Simonton Street Key West, Fl. 33040 SECTION 3. In all other respects, the original agreement dated July 18, 2007 and the lease extensions dated April 20, 2011, April 18, 2012, May 15, 2013 and May 28, 2014 not inconsistent herewith, shall remain in full force and effect. IN WITNESS WHEREOF each party hereto has caused this agreement to be executed in duplicate by its duly authorized representative. (SEAL) BOARD OF COUNTY COMMISSIONERS ATTEST: AMY HEAVILIN, CLERK OF MONROE COUNTY, FLORIDA By By Deputy Clerk Mayor Sylvia Murphy Date (CORNAVES HERNANDEZ ATTE *` Commission#EE 223737 — PROPLAZA LLC. r Wires TMY Fain 9Amm Florida Limited Liability Company eonaeanwrmyr-ai,ma.a�ce 7019 B B Witness Dr. Robin Lockwood, Manager Date Coin �� PED J. MtECDO ASSISTAo Date DocN 1990501 07/17/2014 2:08Pi1 Filed Recorded 1 I "ids orMONROEOUNY in HEAVILN 07/17/2614 2:06PM DEED DOC STAMP CL: MT $5,38S.8e l�l.Blughes,9/etliag Atbrney at ' 800tbueod dt SPOWWWWOd Daep 1990501 M lbmft lYfe W Sku 2694 PSp 1228 Key Wed,FL= 0 305-29 .9 Pile Nnmbor: 13418241 vMCIRMW PpM AUoaa 11tdt tint For Warranty Deed TM.waraoitry Dead male We day of,tagr,2ou beween 12th skw4 Ltd.a a rAd&Limmed PaefnersbiN wfiose poet off a Odd W bt PA Ben 4145%ildiawk FL 33141,gtaator,ned FroplawN IJA a rbrlds boded 8abbfty poet oi$oe ie 1111121h> Soite 712,Key west,liL 33040, area tmeI ON mm»'yenem"aad VWWe Wah aU do poft to dart inesamme and Me Wm l*d wpowadvak ad oftu of i�atb�anddw and detrpaadoaa�tnnnandtnaaea) Wig,that add gtaotor,for and in WwWorudon of the No of TEN AND NO1100 DOLLARS 010.00)and odear VW seed vdN61e WN 11—10 acid %head by sdbl the vwdpt whsreof isbaebywhowledsK has batgebtad,and sobs 10 dle said end geenIe b*a aad lbrewer,dm ftkwbg dear*W lend. b*end bft in Kamm tc-wt 8SE E7Ll EW"A"ATTA® PalW100000cm Number: 0 I12100 and aetsubsegneat� Umbl boas, aad of 12M and uses for rho year 2014 Thk h0trINUM was PnP01vd w WWd boallt of d1b sareb or abstract asendandan and h based sd*on%*pa+a*W by dther of the Pardo or hl;or her agu eL Togethwwle aU due We menak and qVnmomm ftwe o bdan&g or in talywtsa gpwftia6sg. To Have wad to Hood,do some in he simple&row. And the a 1, baeby awAments with said grantee deaf the gmuor is kwfdly edged of said lead In The duple.the IM grenlor bnpWd*udbwAdnftfttonomdcowqsddbmtdmtdogrtgo halbyrAlywenuftlMddetonid had and ail delbod rho servo spim the htwthl claiw of all pwame whomaeerror, and t said land if tired of all aeomduana 4"090 tames absegoeat to December 31,2013. In Witnea Wbavbof.9 bw I eaoto set graa6atIs head and sod the day ad year tit above wrrittem EXHIBIT D011btaTU110e DocN 1990501 BkN 2694 PgN 1229 Signed,sealed and delivered in our presence: 12th treet,L ,ArB . Ro chat, Partner Witness Name: I State of Florida County ofbrieuroe The foregoing instrument was admowledged before me this /� day of July,2014 by Roberto Sanchez,as General Partner of 12th Street,Ltd.,ad Florida limited Partnership he[]is personally(mown to me or Pq has produced a drivel's license as identification. (Notary Seal) Notary Public Printed Name: 3,4 11 t s (-n r+ Rka rC sr4 M .�;V r�••,• PHYLLIS ANN MARCIAL At Notary Public•State of Florida My Commission Expires: _ My Comm.Expires Feb 3,2017 rawCommission#F EE 842744 �• Bonded Through National Notary Assn. Wady Dud-Pete 2 DoubleTtme. Doe* 1990581 Bk* 2694 Pg* 1230 EX[MIT"A" LEGAL DESCRIPTION Unit 407, Key West Professional Plaza, a Condominium, according to the Declaration of Condominium thereof and exhibits attached thereto as recorded in Official Records Book 921,at Page 654,of the Public Records of Monroe County, Florida, and any amendments thereto, together with all appurtenances thereto, including and undivided interest in the common elements thereto. MONROE COUNTY OFFICIAL RECORDS ADDITIONAL BACK-UP FOURTH AhUNDMENT TO LEASE AGREEMENT THIS FOURTH AMENDMENT TO LEASE AGREEMENT is made and entered into this LL day of ""w 2014 b 12TH STREET LTD.� , Y (LESSOR), a profit corporation incorporated in the State of Florida, whose address is 1680 Michigan Avenue, Suite 914, Miami, FL 33139, and the BOARD OF COUNTY COMMISSIONERS OF MONROE COUNTY,, FLORIDA, a political subdivision of the State of Florida, whose address is 1100 Simonton Street, Key West, FL 33040("COUNTY"or"LESSEE"). WHEREAS, on July 18, 2007 the parties entered into a lease for office space situated at 1111 12"Street,Suite 408, Key West,Florida 33040 expiring August 31,2011; and WHEREAS, on April 20, 2011, the parties agreed to extend the lease for a one-year term expiring August 31,2012;and WHEREAS, on April 18, 2012, the parties agreed to extend the lease for a one-year term expiring August 31,2013;and WHEREAS, on May 15, 2013, the parties agreed to extend the lease for a one-year term expiring August 31,2014; and WHEREAS, the lease dated July 18, 2007 provides that it may be extended in one-year intervals;now therefore IN CONSIDERATION of the mutual promises and consideration contained herein, the parties agree: 1. The lease agreement entered into July 18,2007,is hereby extended for an additional one- year tern to expire August 31,2015. 2. All other terns of the lease agreement entered into July 18, 2007, not inconsistent herewith,shall remain in full force and effect. IN WITNESS WHEREOF, each party has caused this Agreement to be executed by its duly authorized representative. ro SS: / 12�n STREE LTD. Y: w BOARD r w, OF COUNTY COAUHMIONERS (SEAL) OF NROE COUNTY,FLORIDA ATTEST:AM[Y FLEA ,CLERK : MAYOR By: Deputy Clerk MONROE AVORNEYW. e. t cou .w .. � ADDITIONAL BACK-UP Forda-Elaine From: Wilson-Kevin Sent: Friday,April 12,2013 5:20 PM To: Ferda-Elaine c: Shillinger-Bob;Barnett-Jerry,Smith-Shane Subject: RE:County Attorney Office Lease You won't be rnoving iui FY201 , Kevin G.Wilson, P.E. Monroe County Public Works&Engineering Division Murray E. Nelson Government&Cultural Center 102050 Overseas Highway, Room 214 Key Largo, FL 33037 (305)292-4560(Key West) (305)453-8797 phone(Key Largo-direct) (305)797-1547 cell (305)453-8798 fax-Key Largo (305)295-4321 fax-Key West wilson-kevin@Mgoroecounty fl aov From:Smith-Shane Sent: Friday,April 12, 2013 4:42 PM To: Ferda-Elaine Cc:Shillinger-Bob; Bamett-Jerry;Wilson-Kevin Subject: Re: County Attorney Office Lease Elaine, The Consultant is currently working on a draft to be submitted in,lun g The draft submittal will include recommendations to con ohdate relocate Couinty services into County owned facilities,and provide approximate infoir°rnation for the County Administrator to consider. t this point iri the project,the Consultant has completed the Facilities Condition Assessments,and is wor in8 to combine the information gathered from the SpacePlanining Surveys from each division/department. I would be happy to meet with you next week to discuss further if needed.Thank you. Shane S.Smith Sr.Project Manager Project Management Dept. Monroe County Florida 1100 Simonton St.Suite#2-216 Key West,Florida 33040 0-305-292-4527 C-305-395-2059 F-305-295-4321 On Apr 12,2013,at 4:20 PM,"Ferda-Elaine"<Ferda-Elaine monroecountv-fl¢ov>wrote: I neglected to tell you in the last email that our lease needs to go before the BOCC in May so if you could get this information to me as soon as possible so we can be prepared for any questions asked by the commissioners.Thanks Shane and have wonderful weekend. 1 , .,R .GaLia dratda.gfiagdh,O&MOunt dtWWAM&UMO d&MtMp OAQU /I/? IMA dkts@4 Ireft 40 V.V W44 cfoe U040 (M)SPI447Y to AAVR�16(druff) From: Ferda-Elaine Sent: Friday,April 12, 2013 4:06 PM TM. Smith-Shane Cc: Shillinger-Bob Subjecit-. County Attomey office Lease Good afternoon Shane, Our County Attorney Office lease is due to go before the BOCC for approval to renew before our lease expires August 31,2013.Do you have any information on when the Jefferson Browne Building project might begin or any information on the MBI Space Study and when the report might be available?We renew our office lease yearly and every year the cost goes up 4%.If you could please give me any information you have at this time it would help in how we proceed in renewing our lease.Thank you. east"Grauk gramme"of""Ifisme, dis"m 6"v adaft"V 09" lilt I&&8ftEN4 aw"408 Wo*444 dree Me (JWJRVR,"Yr P"AMILM76(dr..) 2 ........... AMENDMENT TOE E AGREEMENT T1IMS 1HPD AMENDMENT TO LEASE AGREEMENT is made and entered into this 2 j'4 day of war �,2013,by 12TH STREET,LTD.(LESSOR.),a profit corporation incorporated in the State f Florida,whose address is 1680 Michigan Avenue,Suite 914,Miami,FL 33139, and the BOARD OF COUNTY COMM SSIONERS OF MONROE COUNTY, FLORIDA, a political subdivision of the State of Florida, whose address is 110o Simonton Ste^eet, Key Wes}, FL 33040 ("COUNTY"or"LESSEE'1. WHEREAS, on July 18, 2007 the parties, entered into a lease fear office space situated at 1111 12"Street,Suite 408,Key West,Florida 33040 expiring August 31,2011;and WHEREAS, on April 20, 2011, the parties agreed to extend the lease for a one-year term expiring August 31,2012;and WHEREAS, the lease dated July 18, 2007 provides that it may be extended in one-year intervals;now therefore WHEREAS, the lease dated April 4,2012,the parties agreed to extend the lease for a one-yew tern expiring August 31,2013. agree; IN CONSIDERATION of the mutual promises and consideration contained herein„ the parries l• The lease agreement entered into July 18,2007,is hereby extended for an additional one_ Yew teem to expire August 31,2014. 2. All other teems of the lease agreement entered into July 18, 2007, not inconsistent herewith,shall remain in fidl force and effect., IN WITNESS WHEREOF, each party has caused this authorized representative, eat to be executed by its duly WTI'NESS; 12 By. 0,0 f J n� 4 C'. c:a BOARD OF COUNTY COMMIISg�ONERX OF MONROE COUNTY,FLORWA ry ATTEST: WA r AMY HEAVHJ NT,CLERK - MAYOR By: MONROE AWRO O R D'epnty Clerk atf 1,,/1• 3 ROBERT L SH L UNGER.JR ADDITIONAL BACK-UP,@ 4/4/2012 Second Amendment to Lease 4/20/2011 Amendment to Lease Agreement 7/18/2007 Lease Agreement —1-1-111-1..........�..... SECOND AMENDMENT TO UM AGREEMEIV'I' THISMState;of MENT TO LEASE AGREEMENT is made and entered into this day of2012, by 12TH STREET, LTD. (LESSOR), a profit co ration incorporated Florida, whose address is 1.690 Michigan Avenue, Suite 914, Miami, FL 33139, and the BOARD OF COUNTY COMMISSIONERS OF MONROE COUNTY, FLORMA, a political subdivision of the State of Florida, whose address is 1100 Simonton Street, Key West, FL 33040("COUNTY"or"LESSEE"y. WHEREAS, on July 18, 2007 the parties entered into a lease for office space situated at l 111 IP Street,'Suite 409,Key West,Florida 33040 expiring August 31,2011;and WHEREAS, on April 20, 2011, the parties agreed to extend the lease for a one-year term expiring August 31,2012;and WHEREAS, the lease dated July 18, 2007 provides that it may be extended in one-year intervals;now therefore agree: IN CONiSIDERA13ON of the mutual promises and consideration contained herein, the parties 1. The lease agreement entered into July 18,2007,is hereby extended for an additional one- year tern to expire August 31,2013. 2. All other terms of the lease agreement entered, into July 18, 2007, not inconsistent herewith„shall remain w full force and effect IN WITNESS WHEREOF, each party has caused this A to be executed by its duly authori �tative. . " lZ SPREE ,LTD. Title• " _ ,.•. i• � Aber 4 S ,tX ,�Z... E tit BOARD OF COUNTY Co he OF MONROE COUNTY,FLORID► ' (SEAL) ATTEST: By: = DANNY L.KOLHAGE,CLERK - _ MAYOR-z �► 1�'--^� C) urn a Deputy Clerk— April-18. 2012 _ _ This Amendmentto m e and G , 2011, by 1 , LTD..FI r whom address is BOARD ►ccxjNrycom ml, 33126, a the State of Florida, ad Is 11 St •a I of the or" EEO). W FL 33 • WHEREAS, a lease for ofte space sWated at 1111 1 Sbvet,Sufte 408, Key W 33 . and . WHEREAS,the term of the lease expires August 31, 2011; and WHEREAS, the COfta space for OUNTY continuesthe County Aftways 011kya; and 1 # the July 16, 7, P tt may In one- yearerefore IN TION OF the parts mutual a 1. The Inse agreemed entered Into July 18, 2007, is edwded fbr one yw to August 31, 2012. 2. All other termis of the lesse sgreament entersd July 1 , 2007, not In consistert herewith shall renudn In full IN WITNESS WHEREOF, each party has caused this Agreement to be executed by Its duly authorized repreagnbove. As ter' ; 12ti'STREET L40. By WARD of COUNry COMMMMNt�KOLtiAG�,Ci.ERK OF .FLORM c � By C Q 140P11OVEp T0�1,•tell " F twJE This Agreement is made and omw THIS 18m d15V Of � ® r r "' Florldp r r s whose ukhm,is w , r r r 4 Political subdivision of the State d I w WHEREAS, Key West# Florida r and . Suits 400, WHEREASv ft County A"01TWIN af&x has been bcdW In a County building which has bow domed by an irk Occupancy; and WMEREASr the COIJNTY theCowtipAftmeesthereftre w now r IN CONSIDERATION OF THE MURAL PROMISES HEREIN,THE PARTIES AGREE: D CONSIDE"y7ON CONTAINED Week Fl. 33040* US MOM Pftticularly down Budding located at 1111 IP Stresto Key on Exhibit A, hwWftor ft building known as the Key West Amftogional . MM& The InNal term Of 00 Agreement is lbur years and bveta days mn" I # 2007t ftVUgh August 31, 2011,0 unim provided In sections ,or this amount will be aftisted Othw then August 20, 2007f the MOM aftsislon of tann no later than 2011p 201,1. Mthor party may request an rAUM to the Other 474 M2-V=ft01Wft,, by giving written w Thereafter one-year aftWc= may bg MqvzQ in the same manner and by I agreement of the r 3. A. COW II ft LESSOR shell he"the qyjm of In any m my LESSEE PUrPMr ll not permit any use of ft pmnhm r. W kftftm With any of the owner mW USSOR to Maintain the 's duUm as an budding. L The LESSEE Will ftVIW use and OCCUPY Sold pranisse in a =fWW aW WVW 04 not cammit any waft d"W=", j2alIE win not CILAN�or allow to be r any nuisance or objw2lonablis acowtV of any noun an UN PIM"10011. Any activities In any as those tamis am OCCUPY amid PrOmises for any unlawfW purpose and IInot use or r 1 r 12*Stivat KW Avf&"jmW ft k cmftrm to WW *boy any present or future ordinance and/or nAs, regulations, requirements and orders of gwmrnmSMj at&WItIn or gMcks reqmeigng ft use and occupation of sold premises. C. LESSE4 its ampbyM and kwkM ShaN heve the nw_exclualva "aft to use the common wins of Uzo bWWlng,, such as stairways, QW4aW, awth,6, and par"V, and will abide by such reasonable rWes as LESSOR my hom Impose regardng such use. LESSOR him the right to C1101110 Off Common arm from timeto time for repairs and Mainterwrice and fter reasonable purpogm 4. RM A. For the use of the promises,the LESSEE must pay the LESSOR the stm of $118,800 per yew,,due In monthly huft1knents payable In wrears;upon rWWpt of a proper Invoice pursuant to the Florlds Prompt Payment Ad, SOMOM 218.70r Florida Sbftft%aL seq. RAInt Payments should be sent too* 12th Street LTD. PO,BOX 414586 Miami Deach, Fl.33141-4586 S. On the 19 day of Septamberl 20080 and annually thamdtw,,thWo shall be an adjustment 10 the ban rent whkh Shall be derived bY ft"ON Pr*Caftgl Varle ran and Increasing the same by four percent(4%)or dw percentage change of Ifte Consumer prim Index for the procedina bvdvg(12) months;,wfthww is h4ftw. "IndW dW mean the T(MUmar Prim Index fer Urban WINIQ earners and CbdcW', ftftnr U.&City AveraM all tens(19670100)"hand bv the Bureau of Labor Sbkdstks of the Unted Shedes'D"ftant d Labor. In the Merit the Index:shall haraftar be axrverisei to a Wwmt stmnftd reference ban or admirwiso rewhed,the determination of the PwcwftP Increases,(defined above)shall be mods with ft use ct such coirmilon factor,ftmula,Or"big for=40ting the Index as may be published by the Bureau or Labor StPUSUM or.,Ir sold Bureau shall not publish an sorrw6 em with ft use of such converVon I'actore ftmU18 Or t01W 60 MY be Published by Preoce.Hap r, I 4=,,or,,falling such PublicsUan, by aw other nationally recognWed publisher of simila Information. in this event the kulgx shap Cases to be publishadi then for the purposse or this lease, titers shall be subeftmd fbr the Won,mxh Other " deWmine. Index as LESSOR sMU C. For any partial month within the terrn hered sold rant shall be payable an a prorated 1308111. AN rents shall be paid when due and Intovist for late paynMft SW be as sat by the Prompt Payment AcL ID. In"event that funds cannot be obtained or cannot be corftuod at a W,pd stfflcfW*to pay the lease price or the County Aftrneo Offlos acquires adequate oip 0a spa=In a County-amled,or St&ft-owned bWd,M Uft lease may be terminated by dN LESSEE provIdhV to LESSOR at,kM SIX months pior wrItten notl of the NMI Payment under a Mfdpla yfor agreement 18 Contirigent upon ann 0 rd*fon Board of County commiesiorms. ual apprqxkftn by the E. The cost of bulWout rsqWred in section 9 amount Sat forth in 4.A.abaft below shall be Included In the rentd 2 12*Strw*KW%Vfa&Wft F. Computations of those common areas and operating expenses normally passed through to tenants have been applied to the Premises and included In the annual rent of $118,800. Should the common area and operating expenses demonstrably Increase more than 4% In any year, County shall not withhold approval of any reasonable amendment to address economic changes. S. T XM The LESSEE is exempt from all taxes, Including any sales or use tax, levied by any government agency. 6- MMUMM The LESSOR shall pay all charges faro water, solid waste, and sewerage, and the LESSEE shall pay for all electrical services used at the Premises d the 1 e term. uring 7. IBSUBAKM A. LESSOR shall obtain and keep in force, insurance coverage Insuring against any loss or damage to the premises caused by fire, windstorm,flood,or other such hazards, as well as a policy of comprehanshm public liability Insurance Insuring LESSOR and ICE against any and all claims for damages to person or property,or loss of lifte or of Property, occurring upon, In or about the premises, for any,defects, acts or omissions other than those caused solely by LESSOR, Its officers„ employees and agents. B. LESSEE Is self-insured and carries excess, llablllty coverage, and Is subject to limited Immunity from claims under Section 768.28, F.S. It shall be the exclusive obligation of LESSEE to i re any and all contents of the leasehold hereby a that the LESSOR shall have no iiabill for loss or damage Premises and it Is any causewhatsoever. mage to the same from The LESSEE must keep in full force and effezt the required insurance during the term Of this Agreement. If the insurance Policies originally purchased which meet the requirements of this lease are canceled, terminated or reduced in coverage, then the LESSEE must Immediately substitute complying poNdes so that no gap In coverage occurs. amended. Copies of current policy certificates shah be flied with the COUNTY whenever acquired or 8. SIN nF P a.rrM LESSOR and LESSEE agree that LESSOR shall, upon approval by the County Comm' 'on of this agreement, Prepare the Premises for occupancy by flnishing the premises with the Bowing: additional walls as indicated on Exhibit A, framing and doors as Indicated on Exhibit A, an ADA cornpNant bathroom, a kitchen sink and cabinet, painting of wails in cobra selected selected by LESSEE, mint-blinds on exterior windows, by LESSEE, carpeting in color tiles. The LESSEE must tee the g switch and outlet plates, and calling P Premises In good order and condition. The LESSEE must mPaY repair damage to the premises. At the end of the term of this Agreement, the LESSEE must surrender the premises to the LESSOR In the same as the premises were on the commencement of the gad order and condition The LESSEE is solely responsible for an improvements , normal wear,and tear which are placed on the preemises,any shall • other than those specllled��, preparation of the property or premises hereby leased�° all work SSEEtsd to the being more particularly described In Exhibit A. ry L.ESSI:E, sold work LESSEE reserves the right to Inspect the leased a and to adjustment to structures or Improvementsrequire whatever as LESSEE reasonably deems necessary and County A Lease, 3 12*Street KW Proles eul Bldg. n J whkh am condetent with the descriptions; and draWM depkftd in EWb% A. Any adgMnwft to the premiews, InCluding the requests for colors of wall PlIft and ewpoting, sMI1 only be made in vn*ng as follm: *3-Aned by (a) dthw the County AtbonW or Chlef Assistant: County Amarney and (b) either the Dwww or public Waft or the Dhaw Of Fac"Mm "OkedUMM. NotwIthstaMing the fanqp*% LESSEE dm# not: have the rlgft to m*mfit submntPA d=Vm to ON lmpmvwmft as; cloacribed in EMbt A If such changes after Me CM of labor or mmft and materials, or would altar the timing of the build-cut 9. JUMMOMMIM No strmicture or Improvemento of eny kind shaii be pWad uPon the land vAthout prior spipvvai In wrIUM by the LESSO& a building permit Isspued by City &I Key Ww*and any other agancy, fedwW or stotg, pwmft required by law. Any Such 13"CtUrG or ImPmvemwft stiall be cratructed in a good and worlomnium n=vw at LESSEEis sole cost and oqmrm& subod to my LESSORPS Ilan, my struchm or ImInefft cOnIbUCted by LESSEE ahall be removed by the LESSEE at LESSEE% sob cog and expense, by midnight an the day of tw7waom of this Agresmeft or extension hmdo, and this land restored as nearly as plaW to its; amdoon at the Ma thia OWSoment Is axecAod unkse; the LESSOR aampts in writing deovwy of the prMkM together with any strumunas or Impraiements cwwwuctW by LESSEE. Peftble, or tdmPOmri advertising Mons are ProMbited. 10. MMMEMAM& L9SSEEp at LESSEE% =per*% Shed MgI the interior,of the Promisee, and shod mww an necessary rq=jrs ftmn, hdudmg wwout dreltathm. maintenance and repair at, interiar ways,, winctm% and d**M LESSEE shall X&Ade monthly m8ftmOnce, to the air mWitioning units; within the prerewm. LESSEe *WI be respiorMble Ibr cleaning MO IMANOW Of the promises; and mairftnim all III fbdures; in working order. LESSOR Is reocralble to maintain and rqx*the warW walm and roof of the buftng,, as, well ag ft SUCUUM Vrieft, the plumbing ey"re ssaving tt isse, WWI the air cwmmkv wow bmw qsMan" a pMM , 11. SIM LESSEE may hiftU n sign no kwW UM 2 feet by 3'f�se may be PISIced now one of" dI to tfM Mnmon hallway of the bWidft to dwwft the County AU=TW% GIVICL LESSOR shall pmvkig a IMM in ft jUkUng diraIctery for the County AtWMGY's OMM LESSEE will not addto, kvK"bej, point, or aft any sign notIce,. Or Ww ltftsMg On MY Part of ft afticle of ft pramigag or a WhIch the lendsold promises are a port f ft building of , or Inside the prornim Ip viaft*om ft outside, vAthoutfinst obtaining approval kom, the LESSOR and LESSEE III MM W maintain such sIM kM"v or.,in may be approved, in good axidWon wW ropp&at all tima. 12. 0 A. the are part thoro&shall be clamagoc!by fire or other casualkw if:Y0' LESS PI 9VlMfWQ=n0dtk101M UWWto LESSOR and this WmdWi continue In fdl III and~ampt as hereinsaw wA ibrth, 5' 1f ft Pw*m am PWWI'y damaged Or rendered PwtWIV UMMbIQ by fire or Other cw"ty Insured under the awarep obtained by the LESSOR,t%demagee&wft shad be rqmired by LRSSOM�to the extent insurance procowh am waligbis, LESSOR will make the rValm and restansticM with oil rwmndgG MVft#thn,VA*d to dolays due to aOuftnent of kisurance dmm% labor Umblut and cguess WMW LESSORM Mbvj. ARar any such cammity, LESSEE WIN cooperato wft LEsScKvS restoration by remaWng ftsa on C4wft A"w"vy Lwn 4 126 Street KW fthalwAl a* DL premises as promptly as possible, all of LESSEE's salvageable Imientory and moveable equipment,furniture and other property. Total Doobvdion. If the promises am rendered wholly unusablik the Lean shall tartninaft IminWistaly upon the date of such disester,and no rent shall be due Aar such daft. (2) Partial DesbuMn- If the promises be so damaged that this LESSOR shall docift to demolish it or rebuild V.then, in Rich eveft, LEWAR or LESSEE may dect to terminate this lease by wrften notice to the other olven within such cmaft.spedMng a date for the expiration of the Wase, which will not be mom than 60 dove~giving sixh noticx� and upon the daft specMed In such noUce the term of the Idese will mom fully and =nPkMWY as If Rich deft were the data set 10th above fbr the tarmlantom of Ma man. In such event, LESSEE will lbrthwith qulk surrender and vocaft the promises vAdm* Prejudice however to LESWR's rights and remedies agaInst LESSEE under ft lues Provisions,In~prW to such aminatim, and my rat=kV will be paid up to such date. D. Nothing CMU*wd here1nabove will relieve LESSEE*am any IbbUMy that may exist as a rout of damage ftm fire or other cssunty. LESSEE adwaWhodges Um LESSOR wilI not cam insurance an LESSEft InventorV mWor fumlehings or any ffidures or equlpmenli� WnWW4WnW*s,, Or aPPUrtM1MC=removable by the LESS&,and agrees Mg LESSOR will not be obliged to repair any damage thmft or replace the same. EXUWt as WWW*provkled herein to the conb",this ban$11011 not terminate nor shall there be any abstment of rent as a result of a fire or other Casualty which Is the figuit of,or caused by the LESSEE. LESSEE shall be nopmsibIG to kwr*the IMPrOvemards and repairs which LESSEE pmvklos to the prW"WM 13. ZjUUNjWAM&W& 7hg o=UTWvX of any of the ftkwing sheli constitute an event of deftult hereunder: A- Discontinuance by LEsSEE Of the MWM of Its business In the pmnkm Period of thirty ,,days or Idnow. 5- Tht filing Of 3 petition by Or aMinst LESSEE fbr adjudication as a bankrupt or lnm*m*.Or for Its reorganization or fbr the appoinbvot of a recahm ar procadn" under Chapter X and/or Chaptw IX of the Federal Banlouptcy Law; an assignment by LESSEE Abr the banaft of awtors; or ft taldng pownsslon of the property of LESSEE by any governmental CNIM,court appointed recalver or agency puriguant to st&tW=Vl audxwtV fbr the dissolution or liquidation of LESSEE. C. Failure of LESSEE to pay whan dug any IrMWIment of rent horeunder or any o0w sum herein required to be paid by LESSEE. D. Abandonment or deftition of the promises;or permUM the same to be empty and unoccupled,fbr&W consecutive period of thirty do"or longer. E. LESSEE's failure to perform any non-mcnatary covenant or condition of to lease within t9n (10)dWA aftr Written notice and dwmuL F. LESSORIS failure to comply with gry of ft terms harain. 4;� C0mtyA"w%wrLwn U*Strut KW hifeedwial .....................................-,........... Inclusive14. if the to 0 notice the LESSEE Of SUb-Paragraph E of Section ® f1 tnted under the law of the Staft of a eve any or all of the fbilowing,rights: PersonsA. To re-enter and remove 90 PVPWW May be removed mid stored n a oubk wardumm or elsewhere at the cm of ww for than nt L�E55iE�,,,att wlthcx,trswAco of notice or resort to legal becomingwithout being deemed gtft of traqma�or liable be occasioned thereby; and/or within the sole disovtIon of LESSOR this Premkine may be ne-let for the account of Me time,C. In the event of UMWR's termination of this lonse for LESSEE`e breach hereunder, In MWItIon to any other remedy otherfte avjftWg at law or equity,LESSOR May fewow fmm LESSEE all damages Incurred by reason of such bnmd,6 Inclugiing the cost of rewvedng the premmwxL is. 1221111�1 [ffmll MIN, In the am*of LESWRIs breach iO i5 obligations amd dutles under this agreement, LESSEE shall give the LESSOR notice In WrIting of said bmach and allow LESSOR thirty(30) worldng do"to remedy sucfi defect. In the event that such delift is not cured within Me rg*Asft LESSEE n%Y terminate this MM 111=1 9"Oft days wriMm notIce to the LESSOR. in addition to imy other,nNudy otherwige eve"t"at law or LESSOR may rear N from LESSEE 1 damages I relocating to now . Incurred16. 1111:1 WALONIM Each Party shall be solely raWMbie for the coet:Of ig Own MtfmilWi few of this lens fcw ftecutft- 9 any action at law Grin equity shal be brought wder Oils IMM or for or an WcoLft of any breach Oft Or 1A of ftCM or Interpit any of the r covenentgw mkW pnmbm,,the Prevailing 8ftnWA fees and 005M the amount of which 11 be ragad by the court and tell be made shalla part of any Judgment or dacme rerWared. 17. claims iiii�nWV and hold harmless LESSOR agaktat and from any and all I buildingI , spinet all i LESSEFs Part to be Peftrmad under the terms of Vft Was%or arising*an any act or from all and i N ' . or invitse of SEE,and r expenses and UsbilitiagIncunred In or about any such claim or env action or procawing brought thereon. r the consicleratlon to LESSON, 111YOW assumes all risk of&WOgle to pmpvW or Injury,to persons, and LESSEE herebywaives,op cisims In rasped UWW aG*A LESSOR. PI,+ q M The failureInsist MOM Inglainces upon the SUft PwfOMMM of my am or mom of the obligatione of this fame and effta wIth rexped to ow vAmaquent breach,,act or Or Of ft f%ft W dmenfte such ekcft4 but ft same OW both cmam and nunalln In full 19.1 that LESSEE will ply all of LESM'% conblidars" ®matuftimm wul all oemI4 and will Indemnify OW dmgmar bond premiums fbr release of and cmmWI s Wass, In ft commerummwt or deft=of any suit by the LESSOR to Or encumbrances agahmg the premises aMW or suffeted by and BWIW between the paths hersto tha the Costs and dUWM ebovs rQW"d to shelf bill ccmWwW 48 addOMW rent due under this payable&4=demand. Vve LESSEE herein shad not hmm any authorltv to create any Ilem fbr labor or =*Wlbv with ft LESSEE for the"V of work or tM ft"W"of any mterlaft an or am hereby bill fbr work done or nuftrials IUMMved dur[M this am at this loam 20, Of the tam Of Uft Wask with the mmm of LESSOR, sw be to be a WvncV from month to month,,at ft MM monthly reft as nmp*vd ftr ft poud dumed with notim dW*W must look to the LESSEE OrdY In Wwre the payment at any dwrCes due ri=d dus of Prior to the worstim of the MauL I h h aft the promises thiroughooA en term of tift j LESSEE shall wwft MUMMULMMMbmimomownere Of ths reason,than LESSOR shall be ralsowd km all MINIKv and MMandbiltv rich we*, LESSOR% iblp In OM rMSIMMUG to LESSEE In rasped to all suc:h abligatlons of LESSOR under this w M full ftfM and effed and that owe whcft or 23 w A. 11he LESSEE and SIMMmy to this ISM and any subsequft asslaneas or subleasses, shall remain HOW to LESSOR under the W=of ft kms%reprdkn of the number of InWmIng assignmffft and W*WftWt wftM=Mt to Mx:h fUMW assignments and subkom bsInql raq*24 Unless aM tM LESSOR aqweoy Magen OW LESSEE,r assignee or stolam fto Wilitir under ft bank and s%xh lkhft shall not be in arty my affected or reduced by any mociftatlan of ft Mass betwom LESSOR and the O=PM*8161grIM WM N such mocIrkation Is made wOmut ft Prior LESSEW=want B. LESSOR%consent to any asdgW=*v M**MIM 0CCuPaWn,.or use by anather Person, shad not ba dawned to be a oxmmt to any aftegiing ocapstlon,, or use by any othw panton,or a walver of any r%ft"*War4 consent pursuant to the pwkAgn h=W. Furiftmore, LESS It thbt�should LESSOR appuve nd apt any assignment or subkax%BW be reimbursed lbr lecialty-rdaind,eximses In amradjon with the rwAeww pwration,and pr*=W4 of any d=mwft amdated with sold mWenmeWsublevoL 24. A ft lion MUMC"or made or hersafter to be made iuqpmm nsbUWft ofWAxawr0mmovan requw by MY M"avoeL no fufdw I IMEM99; LESSEE,UPon request Of SM PWW In 11dwat,OM av=ft prmft such k%*njynv*or cwtfflmtms and Irr"MOMY 8PP01fft LESSOR as AU=TAW4n-FAct fbr LESSEE,with full Power and suMority to=Kula and dg&w, In ft nante of LESSIM,,any such Indrumant or certliftates. B. 99bVWWXxVApft VAthM ton(10)days afbr request by LIESSON,or in the event ftst, In MvwWon with any so* asftnnmft or Isse by LESSOR, an ashMM=Wk§6 Mug be raqukvd rMM i deliver, n rsWr&W ftm,an estoppel cwUWft to any LESSOR, WW"V(if such be ft am)that#0 there am no dellaraw or drms Oww".Or SIM"dMe claimed by LESSEF, as lo"as those am ftctual statemeft when mzdL C. AUMMMML In this QMt of a sale or aggignment Of LESSOR's Interest In ft Pramisal�Or N ft Mmkm COMGB UM ft hands of a ma%pgg% or any OMW pom,, wh4thW because of a mvtVp fted=u,%word",of a power d so* or other ramcn, LESSEE shall TOCCirdta add M=%W4M Or Othar Person as the same as LESSOR har"Muier. LESSEE sha4 wpaca% at LESSOR's,rgqug*,any aftrnmed agreenm-It required by MW f"wkggmo,Or othw such pwm cmbwng amb PrUVWoM as such mcvi4p"or dhw person requires. 25- 8911M HOUM in this Agrvvmanl� unless &dWraigg speMad,, must be 5Mt bY COMMId rull to the fblkv*V: USHIM 12M Sbv*0 Lid. CMX"Aftwn" 782 MW LRW" Ad. PO BW 1026 SUft 638 KGY ftst� Fl.33041-1026 Capty A"w%W Laws c�i '1� � 1 i i R e s . ,;., r f �.•' f .. i aff' •s :o• �• .a � r'°r�A fib 1�,t . •.II //= � + • , fyY 5" 9,.YrJ,lrla �rf • A ., 4 N, M, * • A II, 4 . . s6 ., 7 IT iM, N`/� 'Ir7 lj`)�'�, ,�,i H��% ♦4 't Y, wl t wn „ r .Jl , 1, r r ^ •w' #, .,�,^ #�� • Its y, h n.n J "�N EXHIBIT A The attached drawing depicts the general nature Of the build-out Include all work nec=8rY to Praivide an Ofte SUM ready to move which finishing doorways with wood installing dom to OMcgS(County to supply locidng r �specifically Includer. running channels for ft County to I "' com connection lines InStWilation of standard lightingrel5tone shall be ADA compliant,, a kitchen Illoor cabinet bathrooms denoted an the attached draMngv completing air-ondItIoning ductworI4 Mato the additional 3 Offift Spaces and ra of walls. County Aall be responsible fbr Its technology Ones and bookcam. le 3hMf KW hifeldwal 10 �� `ti � ~ � � �,� � ,, , a w � y .,..�,, q ��..,.� i Y �u /-�+11' r Y 1 '� q � M '� .. 8'�+�. • w w � t +� w °® 1r 7 � a � 1r � BOARD OF COUNTY COMIVIISSIONERS AGENDA ITEM SUMMARY Meeting Date: July_18, 2007-KW Division: CouM Attorney Bulk Item: Yes No X Staff Contact Person: Suzanne A Hutton AGENDA ITEM WORDING: Approval of lease to relocate County Attorney's Office to the Key West Proffessional Building on I P Street. ITEM BACKGROUND: Staff has been monitoring the integrity of the deteriorating building presently housing the County Attorney's Office staff for several years. Recent reports, including a report issued June 28,2007,by an independent engineer contracted to advise on demolition or renovation of the building, indicate the integrity of the building is rapidly deteriorating creating a hazardous work environment and jeopardizing the safety and welfare of County Attorney MIX the public and other County staff who must physically interact with them. Staff has sought out and visited available locations,anticipating the report to indicate a safety hazard,to find suitable office space to relocate the County Attorney's Office until a permanent location can be provided by the County. A study of the capital plan indicates it would be a minimum of three years before the Annex Building could be renovated for use. PREVIOUS RELEVANT BOCC ACTION: N/A CONTRACT/AGREEMENT CHANGES: N/A STAFF RECOMMENDATIONS: Approval. TOTAL COST: TBD Approx. Si 10 000=year BUDGETED: Yes No X COST TO COUNTY:TBD Approx. $110 000 neryear SOURCE OF FUNDS: REVENUE PRODUCING: Yes_if No X AMOUNT PER MONTH Year APPROVED BY: County Atty OMB/Purchasing Risk Management DOCUMENTATION: Included X Not Required DISPOSITION: AGENDA ITEM# Revised 2105 1YYY.JbYYy L6Yltt•tt Director of Facilities lievelopment vim 1100 Simonton street,RM 2.216 Key West,Florida 33040 RE: Jefferson B.Brown Bullding(JBB) car Mr,Damctt: Clemons, Puitker�i.�xr� Please find enclosed ten (IU)copies of the J1313 analysis. We have spent a lot I of timta .vnmivrtintr fir. of—h—1 ove•irif.nhrrrrl ►—+--i ► %1 At' e•1,•..•Ir.w. c7 t3ssourates, Inc. and the general conditions of the buildings. We have made a concerted eltbrt to not coinplicate the analysis so that our recommendations are easily understood. lei shut 1, win. trct,nnrnrrid Iltal the. 1965 pu.rlion of the building be renovated; once renovated it will serve Monroe County rife yrxr% Ir,► cumr. The. 1985 building concrete structure is visually failing and continues to fail. Failure is IN from the concrete not having proper coverage and from water intrusion over a period of time. We found a lot of evidence where concrete is preparing to fall Arehiterts on the ceiling which presents a dangerous situation for the building inhabitants. The failure of this concrete provides cracks which allow moisture Planners int►u%inn lei the steel and this causes the steel to corrode. Int,onor Daragnare CuiutLnu:tiun Managera In addition, I understand that the Iistoric Jail was not lia►t nr t►ur ,Lulu. of work, however, since the 1965 and 1985 additions were built around the ■ Historic Jail 1 felt a sense of responsibility to give you our opinion on the Historic Jail and how it could be included/excluded. Obviously, it is up to 2027 Thomasville Road. Monroe County as to when the Historic Jail portion will be dealt with. lallaLaeccw.I'Iur;da 32312 I would like to commend you anti ytfw ,larr That dealt with and assisted us on ■ several visits:they met our every request. I would alstw 1 ike lei thank Ihr.Cunrt Administrator and Judges for their help. PO Box 13739 lallalzaaxc, Flt,t;da 323I7-3739 If additional information is needed, please call and we will do our best to provide the information to you. ■ Sincerely, (R30)3£i5_6153 CL , RUT OR 8c A,99t1t'iA'CRS,INC.144.(860)38(>'°420 D.Rutherford e-mail-••ra(,ij.c)emons-nrthvAordxom President ` TtNG 0 CC: Tale C(Gt _._0 Enclosure: Tcn(I Q)JBB Analysis GA1400 Miscellaneous Proposals-6-26-02120071Key West,Jefferson B.Brown Courthouse\Key West I.Barnett.l.tr.6.29.7.doc Structural Opinion Original.Buildina(1965 Building) i This building appears to be in good condition. We did not observe any conditions that cause concern over the structural integrity of this building. Therefore,our opinion is that this building is in a condition that should continue to perform satisfactorily for some time. 1985 Building Addition This building has significant structural issues. Water intrusion over the years has caused significant corrosion of the steel reinforcing inside the walls and roof slab. This corrosion has in-turn caused the concrete to spall off the walls and floors,thus exposing the corroded rebar. i i The amount of corrosion is severe at the third floor level. Numerous areas are visible i where the concrete has spalled off the walls and/or roof slab. Upon closer examination we discovered numerous other areas at the roof slab where the corroding reinforcing has cracked the concrete,but the concrete has not yet spalled off. i Upon visual observation of the building,it is obvious the third floor has experienced r significant damage due to water intrusion. The extent of the damage throughout the r remainder of the building is unclear. In fact,there may be areas of the building that have r significant reinforcing corrosion,but the corrosion has not yet caused the concrete to r spall. In a case such as this,it is virtually impossible to determine the exact extent of the corrosion damage. r r Additionally,this building is framed with loadbearing interior walls throughout the space. r This type of construction,while being sound structurally,makes interior renovations 1 much more expensive,due to the amount of work to structural elements that is typically required. r r Due to the issues stated above,it is our opinion this building should be demolished and a 1 new structure constructed in its place. A more complete discussion of options for new construction are presented in Section VI. 1 1 1 1 M 1 M 1 1 1 1 1 4 , JWn v»,"m rvi qn wwr�i on➢w. arr ;,, ,,,, ,,,,, II a(reuraa�IP&.asau r IfiauaNull lla�„ N�V@;N` � usaauafa(I,udaauw...... �r�sr�a�uliaowu�hdllrkaa '�,�',...., C� 4� �musate��da��Maa�g6��aka�� i rt arruAan ¢Rw find 4, rcrn rtw,P Coo�Caqe,ePRV tia _,.....,., �� r qa cmJ,,,,er w v^4o � i(lr1 YI�CD r '^ N41, Va ar i �. 4 �UG'aRf1� h�,�`�Y��iYP84Yp91&a7J6f'��d"h'..', IFk¢�' Ir�aa �, ..... .....,., ,,.,...,. cur'.. "d. �q 4lrrr�Vrarr ., � � auua a,u��ua�( larpu a� a� w�ad�au ua�ko faa'rrraaaau, �"tVi�taru 1 I � a�taa9rurar�uas �s, Gurb�;ati��llaurw9a�slla w�r�u➢l,r�W.r Oaa Hautigt�au.a;li�•�r,a.aalar�.�� .cerauw��,Jkaaa+uurs° 1{Vii,��auouu°�..,�'ruwa��r.n7aa,:ta�ava�h¢'�a. ��: � °;�o��rpn�ik,lrvi� a �zuuilhorrzma^+�:R to, °uuavo. ,,d swill Ila sig ark 1�afl5 l3uiPa;ins,, �auwa� raw^.ot�arkattuu�ridlvu,;nra,�Ywaau�u¢awiu��:.� ......... 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(Ir ,�'4'dk��Ifl1Yfl rl,("IR a� lilu..,,Y6ul�fipl�diW?rll��lllCil r��„@rYrl$ �I�r,i°4 l�tV}I'udUft.0... ............ .......... ......... .. .......... ...... . .. a "��',,,.,,, rl,)+",c,.arnb�k ,;vva9,7 ��nr rcle a Rlu d� H earl �r� a r a ara as d r ra�rw�aflu ria .,,,,,,,,,,, ,,,,,,,,, ,,,, ,�u��4 utirrir�b ,r.°„�'�E��kd,,. r; 12, I�„G tUC .YUh„rf➢1�i wn GS I��44.Q.,4r IIP�� I 1�;.1�.'W+Uff IPTu"°4Yar'7i.118 B11GIP"iNG.iVu a41?Ik C'.tc, lm lIS,lic c �� r�S;#I��h�WJ� �h,:@'.l��allr.�lrBVd.^'itl,ly, S�{,. x K,%iY:;r:1.oukh�Na�„.'G„2O,7 �uh�iar�aRu alaletr.�Qald4� 8 rrp 4�fIlklDrtl� d�k,YiXkokfiog,7I,and rvp4 0 a8'VsPV1Y 1@wY6 3!r�novnfi' :,Jn YPa,�.Q."!�`f"1,.�rtlallr),nJ t nU',,�.�.r.��.,.,.4�aV VU7rR�4�U4VrV 7f 198,b Ip iY6"I(II.dPI"11. „ ,.,,�A ...,.� � e, ..... ',y��p Yntm,,r. ?�1A�1d,i,,� "V Start h f CUa% I11�15 1i161Vtl ai Ukll llf� i U��P"i�P�'tX II141111 ............. ............�. „ ,.., ,...,..... .,... . ,. .,. ,..., n�.... ..., , rr y1CV VflC@v h r"QXtl irk, uca ut ukml� In id ra aaa r LalAwr�y V u Pr a uddituarcu �(II ti GikV%4 1 rfl rv� ................ ,..... .�rYia�a x+,h'ab r rW)a(1 1 I 4 aw allr PO t9a 96 ,aaGazua 2t ............... ...., ...,.,...,., ... ..,....., .,.,', ...� .,, .,.,,,,. urw„ �,..,...,.,.,.,..., 1-fie 1 1,11,85 addi6on es in very prt�,-�r core,diti,� n with i''espect m rneci,,anicai, phunbing afld of all 1he cwwretc slabs, fie beams and parapet wall Structure. It would m)t be efficieniiP: or practical in our opinion to renovate or rq)air because there i,,s, not a way �o determine the extent of the concrete structural damage, We recloinnierid die dernolition of" the 1985 additions and reconstruction with several options to consider(see page XXXXX) With the reconstruction we i;wa tic the 1965 and 1985 portions together, nie renovated 1965 and the new portion cmdd present a building that i,,,!a atchitecturally compatible and has the appearance of a consol idated Monroc Comity Courthouse, We wotild propose thw we Inovide the ffirnishing design in the building if the Couilty, is -ne towards the end and it may be that intetestcd, however, we i-�,lafize that purchases like this o i inventorying the yuurmaitora, fixtures and eqUipInClIt that yoti have and (Icternrining what y<)u need will detemisne the cunount of Furnishings that are applicalde to the renovaleff and new addition. Architemrally, it is out dos ire to design and construct a facility that is both aesthetically pleasing and acceptable in Key West on behalf of Monroe County Cominission and citizens, A very important aspect of"t`he 1965 buildin is that all communications for Key We are housed 9 on die tower on top of dw building(telephone, 911, Sheriff, Fire, Resctie, etc.),, Since the 1965 building is recommended for renovation and rupt demolition this results in major savings to the projecIt. We will need to be very serisitive and cognizant of the stmcttiral integrity of the tower and its suppo ystinn both during deniolitiori, renovation and reconstruction. 10, .............. GENERAL OPINIOPJ The 1965 addition can and sholiAd be rcnovated and used fox, years to, come. The siructurc is in good condifion and veri,'o, stable. The 1.985 portion shotild be ,ilcinolished because the structure has and cointhrues to fait; rebuild the 1985 portion with "nisideration given to all floors being office space and/or g,,rade level parking, The possibility of in the second level as a document storage facility could be considered, 'nit: Historic Jail is also a good document storage area. If document storage on the second level is decided upon rebuild the second level back with a 10'- 8" floor tc ceiling height if not build it back at IT-8" for nortnal of`11i:e space. If it is built back as officc occupancy the second level floors (1965,1985) %vill not match, This oo aroo t l3resent :1 huge problein with horizontal connection because elevators can stop at anY elievation. It does not work to (lemolish part of the 1985 building and retain a portion because of the faile-A stnicture and the previous,jalp being in the middle (2"d floor) of the existing facihty, The d1ird level is in as totalll state of disrepair becaUse of spalling concrcte frorn water intrusion and inapinopriatr,-, concrete coverage on the steel drat is shown in nunierous photogravils. This only leaves the ground floor which is very, inefficient Imcause of sallyporl doors and other jail related spaces, In addition the sti uctural systems does not provide for efficient cost renovation into office space. The second level jail plumbing leaked for several years and caused majiur dainage too flifte first floor. If the first floor stnicture was retained it would force, the floors above to be Imilt back in their current configuration si'n,icturally. It is more, cost effective to change diie strtwidure to a rnore efflc°�iency structure system and rebuild totally. In addition dw Historic Jail offers very valuable space as i3uihfirig Maintenance or'climatized docurnent silh:orage spaw, l r The follcaa ing 'Il'.alaaatogra alaaa represent aaaa darn aal°aots talc en flITOLU.1,11 the r';aalang laroviale(I J,)y ' removing the tl�ifing tiles. Please note than the slect is in, the la n�om of the shlb which as the .a" r Waacaion steel, This is ery critical to the structural aataatalllty aal`the slab,, Also note that "uaawiid"sww are drawn pointing to areas stwh as beam to wlmab steel Maacl''a is va'','aP'" p' ,� critical to the stability of'lhc strucoire,. a�a There are several areasareasthatthat +de observedobservedd'�wN�M1V�1 a:�'� �' "tapping" thatthatra�, "hollow u.ndan.i�°m�wv raqalch caaaaaans they are ir-caacly to ball through the aaaadaaag, Several of a:aese could laaa°a e cw jsll , laaaaaaa a areal lr arr �� aaa ca aaalcaar ar tla«al t�aa aar � � �� as aaa �� a � � oral maaaa�r.� l��l la � will � aaa�aa I�raaa��a"' Kraal ball aa�a�laaaa �l � � ® 90) days, ...N........m........mm��,�� ,��wa I I Ij J. I l f f f% Y t, u y l a t 1 a ........ ,�/� ��,1 1 t � � � `r' '��// I�; 1 l �r � �r 1 '�� 9f J JJ f , y� �� t i I �,, E� lr '��, i�9 u� �i�'r;,J �� lJ� �� r ' l t Ill /y �, r l�f ' �r Jf% p f �( !�� f �� f „; � ,,,., riuiu�:o �� '�i f ,%l i m,%.. r1� ,r 1i i, � r��i is ,i � r i,�,r�, a �i �� r.i. �r r� � a � ,.�-a r ,J, � �� ,,�� .,, „,Il l� lk,.��"J f,l.1� I �„ �;� ,.�/ //////,�!/r�.,%i„ �i�/„/�///,� � /�/,It�,/�j�a�J/ll� � i ii i � � I �, �,1, l�l,/J�l �1, �r� ��J�� l� I/�!;%%/' ,f /��il��fib%; /',�ii%/1,� � !i, ��l��1 � PVl � � r � !!!t/�f // %i�,T01,., � i.�, ,) ..��/��1��// ��/��flr'/,//�//�./�%i � � �,��'l��i�l1 �� I ��,/ �Ir��IV`.. ��%l��i r� �r � c ll��' �J �G��fi�al�l�I��, lIl r,� � Ig � �l�6fi� y � ' � �� ;� era„ � r!� @I I � P I I r �!�,, r1 � ! �, ry” � �� J Il ;� ll� !!° � �'' i � !l �y V .�qil��I �, � � d !!, ��' �l � !!r� I � ,' !✓ j r, it 1, r�, (! ; / i l�^� ! � � '�� 1�- ' t,, i ' ' f�� ll� r l � r ,7 f! � �r � � Ali ��,/ ��, � �1 � ` I , i� !�! f, ' ! V (>> V I 'ti � ��, � ° tip ��l�'hB�� 'h9ui�h i i� � yw. i � � �� i u �y� ��i �� I I �, � 1�'��I�� u�Yul�I��tl 1� 9 I/,: (ti I` )1 , Y 0 ?i ! �, � „, y t 1 �ti k r �;� �,1 .t� LEASE AGREEMENT This Agreement is made and entered THIS 18r" day of July, 2007, by 12TH STREET, LTD. (LESSOR), a profit corporation incorporated in the State of Florida, whose address is 782 NW Lejeune Rd., Suite 638, Miami, FL 33126, and the BOARD of COUNTY COMMISSIONERS for MONROE COUNTY, a political subdivision of the State of Florida, whose address is 1100 Simonton Street, Key West, FL 33040, ("COUNTY" or"LESSEE"). WHEREAS, LESSOR owns an office building situated at 1111 12th Street, Suite 408, Key West, Florida 33040; and WHEREAS, the County Attorney's office has been located in a County building which has been deemed by an independent engineering company to be unsafe for continued occupancy; and WHEREAS, the COUNTY requires office space for the County Attorney's Office; now therefore IN CONSIDERATION OF THE MUTUAL PROMISES AND CONSIDERATION CONTAINED HEREIN, THE PARTIES AGREE: 1. PROPERTY. LESSOR leases exclusively to the COUNTY the Suite 408 of the e building known as the Key West Professional Building located at 1111 12u' Street, Key West, FI. 33040, as more particularly shown on Exhibit A, hereafter the "premises," containing 4,400 square feet. Exhibit A is attached and made a part of this Agreement. 2. TERM, The initial term of this Agreement is four years and twelve days running from August 20, 2007, through August 31, 2011, unless earlier terminated as provided in sections 3, of this agreement. Should the premises become available for the County Attorney's office to be moved in at any date other than August 20, 2007, the rental amount will be adjusted on a pro rata basis to reflect the changed date of availability, and the natural termination date shall remain August 31, 2011. Either party may request an extension of term no later than June 1, 2011, for a one-year extension, by giving written notice to the other party. Thereafter one-year extensions may be requested in the same manner and by mutual agreement of the parties, provided LESSEE is not in default. 3. USE AND CON12MORS, A. The premises shall be used solely for the operation of the County Attorney's office. If the premises are used for any other purpose, the LESSOR shall have the option of immediately terminating this Agreement. LESSEE shall not permit any use of the premises in any manner that would obstruct or interfere with any of the LESSOR's duties as an owner and LESSOR to maintain the building. B. The LESSEE will further use and occupy said premises in a careful and proper manner, and not commit any waste thereon. LESSEE will not cause, or allow to be caused, any nuisance or objectionable activity of any nature on the premises. Any activities in any way involving hazardous materials or substances of any kind whatsoever, either as those terms may be defined under any state or federal laws or regulations or as those terms are understood in common usage, are specifically prohibited. The LESSEE will not use or occupy said premises for any unlawful purpose and will, at LESSEE's sole cost and expense, County Attorney Lease 1 12* Street KW Professional Bldg. conform to and obey any present or future ordinance and/or rules, regulations, requirements and orders of governmental authorities or agencies respecting the use and occupation of said premises. C. LESSEE, its employees and invitees shall have the non-exclusive right to use the common areas of the building, such as stairways, elevator, corridors, and parking, and will abide by such reasonable rules as LESSOR may from impose regarding such use. LESSOR has the right to close off common areas from time to time for repairs and maintenance and other reasonable purposes. 4. RENT, A. For the use of the premises, the LESSEE must pay the LESSOR the sum of $118,800 per year, due in monthly installments payable in arrears upon receipt of a proper invoice pursuant to the Florida Prompt Payment Act, Sections 218.70, Florida Statutes, et. seq. Rent payments should be sent to: 12th Street, LTD. PO BOX 414586 Miami Beach, FL 33141-4586 B. On the 1st day of September, 2008, and annually thereafter, there shall be an adjustment to the base rent which shall be derived by taking the preceding year's rent and increasing the same by four percent (4%) or the percentage change of the Consumer Price Index for the preceding twelve (12) months, whichever is higher. "Index" shall mean the "Consumer Price Index for Urban Wage earners and Clerical Workers, U.S. City Average, all items (1967=100)" issued by the Bureau of Labor Statistics of the United States Department of Labor. In the event the Index shall hereafter be converted to a different standard reference base or otherwise revised, the determination of the Percentage Increases (defined above) shall be made with the use of such conversion factor, formula, or table for converting the Index as may be published by the Bureau of Labor Statistics or, if said Bureau shall not publish the same, then with the use of such conversion factor, formula or table as may be published by Prentice Hall, Inc., or, failing such publication, by any other nationally recognized publisher of similar statistical information. In the event the Index shall cease to be published, then for the purposes of this lease, there shall be substituted for the Index, such other index as LESSOR shall determine. C. For any partial month within the term hereof said rent shall be payable on a prorated basis. All rents shall be paid when due and interest for late payments shall be as set by the Prompt Payment Act. D. In the event that funds cannot be obtained or cannot be continued at a level sufficient to pay the lease price or the County Attorney's Office acquires adlequate office space in a County-owned or State-owned building, this lease may be terminated) by the LESSEE providing to LESSOR at least six months prior written notice of the termination. Payment under a multiple year agreement is contingent upon annual appropriation by the Board of County Commissioners. E. The cost of build-out required i in section 8 below shall be included in the rental amount set forth in 4.A, above. County Attorney Lease 2 12*Street KW Professional Bldg. F. Computations of those common areas and operating expenses normally passed through to tenants have been applied to the premises and included in the annual rent of $118,800. Should the common area and operating expenses demonstrably increase more than 4% in any year, County shall not withhold approval of any reasonable amendment to address economic changes. 5. TAXES. The LESSEE is exempt from all taxes, including any sales or use tax, levied by any government agency. 6. UTILITIES. The LESSOR shall pay all charges for, water, solid waste, and sewerage, and the LESSEE shall pay for all electrical services used at the Premises during the lease term. 7. INSURANCE. A. LESSOR shall obtain and keep in force, insurance coverage insuring against any foss or damage to the premises caused by fire, windstorm, flood, or other such hazards, as well as a policy of comprehensive public liability insurance insuring LESSOR and LESSEE against any and all claims for damages to person or property, or loss of life or of property, occurring upon, in or about the premises, for any defects, acts or omissions other than those caused solely by LESSOR, Its officers, employees and agents. B. LESSEE is self-insured and carries excess liability coverage, and is subject to limited immunity from claims under Section 768.28, F.S. It shall be the exclusive obligation of LESSEE to insure any and all contents of the leasehold premises and it is hereby agreed that the LESSOR shall have no liability for loss or damage to the same from any cause whatsoever. The LESSEE must keep in full force and effect the required insurance during the term of this Agreement. If the insurance policies originally purchased which meet the requirements of this lease are canceled, terminated or reduced in coverage, then the LESSEE must immediately substitute complying policies so that no gap in coverage occurs. Copies of current policy certificates shall be filed with the COUNTY whenever acquired or amended. 8. CONCITl QF PREMIS115.1 LESSOR and LESSEE agree that LESSOR shall, upon approval by the County Commission of this agreement, prepare the premises for occupancy by finishing the premises with the following: additional walls as indicated on Exhibit A, framing and doors as indicated on Exhibit A, an A©A compliant bathroom, a kitchen sink and cabinet, painting of walls in colors selected by LESSEE, carpeting in color selected by LESSEE, mini-blinds on exterior windows, switch and outlet plates, and ceiling tiles. The LESSEE must keep the premises in good order and condition. The LESSEE must promptly repair damage to the premises. At the end of the term of this Agreement, the LESSEE must surrender the premises to the LESSOR in the same good order and condition as the premises were on the commencement of the term, normal wear and tear excepted. The LESSEE is solely responsible for any improvements , other than those specified herein, which are placed on the premises. LESSOR shall perform all work required in the preparation of the property or premises hereby leased for occupancy by LESSEE, said work being more particularly described In Exhibit A. LESSEE reserves the right to inspect the leased area and to require whatever adjustment to structures or improvements as LESSEE reasonably deems necessary and County Attorney Lease 3 12*Street KW Professional Bldg. which are consistent with the descriptions and drawing depicted in Exhibit A. Any adjustments to the premises, including the requests for colors of wall paint and carpeting, shall only be made in writing as follows: co-signed by (a) either the County Attorney or Chief Assistant County Attorney and (b) either the Director of Public Works or the Director of Facilities Maintenance. Notwithstanding the foregoing, LESSEE shall not have the right to request substantive changes to the improvements as described in Exhibit A if such changes alter the cost of labor or supplies and materials, or would alter the timing of the build-out. 9. IMPROY191HEM, No structure or improvements of any kind shall be placed upon the land without prior approval in writing by the LESSOR, a building permit issued by City of Key West and any other agency, federal or state, permits required by law. Any such structure or improvements shall be constructed in a good and workmanlike manner at LESSEE"s sole cost and expense. Subject to any LESSOR's lien, any structures or improvements constructed by LESSEE shall be removed by the LESSEE at LESSEE's sole cost and expense, by midnight on the day of termination of this Agreement or extension hereof, and the land restored as nearly as practical to its condition at the time this agreement is executed unless the LESSOR accepts in writing delivery of the premises together with any structures or improvements constructed by LESSEE. Portable or temporary advertising signs are prohibited. 10. MAINTCtIANCE, LESSEE, at LESSEE's expense, shall maintain the interior of the premises, and shall make all necessary repairs therein, including without limitation, maintenance and repair of interior walls, windows, and doors. LESSEE shall provide monthly maintenance to the air conditioning units within the premises. LESSEE shall be responsible for cleaning the interior of the premises and maintaining all light fixtures in working order. LESSOR is responsible to maintain and repair the exterior walls and roof of the building, as well as the electrical wiring, the plumbing system serving the premises, and the air conditioning water tower equipment. 11. Ste. LESSEE may install a sign no larger than 2 feet by 3 feet may be placed near one of the doors to the common hallway of the building to denote the County Attorney's Office. LESSOR shall provide a listing in the Building directory for the County Attorney's Office. LESSEE will not exhibit, inscribe, paint, or affix any sign, advertisement, notice, or other (lettering on any part of the outside of the premises or of the building of which the leasehold premises are a part, or inside the premises if visible from the outside, without first obtaining approval from the LESSOR and LESSEE further agrees to maintain such sign, lettering, etc., as may be approved, in good condition and repair at all times. 12. A. If the premises are, or any part thereof shall be damaged by fire or other casualty, LESSEE shall give immediate notice thereof to LESSOR and this pease shall continue in full force and effect except as hereinafter set forth. B. If the premises are partially damaged or rendered partially unusable by fire or other casualty insured under the coverage obtained by the LESSOR, the damages thereto shall be repaired) by LESSOR, to the extent insurance proceeds are available. LESSOR will make the repairs and restorations with all reasonable expedition, subject to delays due to adjustment of insurance claims, labor troubles, and causes beyond LESSOR's control. After any such casualty, LESSEE will cooperate with LESSOR's restoration by removing from the County Attorney Lease 4 le Street KW Professional Bldg. premises as promptly as possible, all of LESSEE's salvageable inventory and moveable equipment, furniture and other property. C. (1) Total Destruction. If the premises are rendered wholly unusable, the Lease shall terminate immediately upon the date of such disaster, and no rent shall be due after such date. (2) Partial Destruction. If the premises be so damaged that the LESSOR shall decide to demolish it or rebuild it, then, In such events, LESSOR or LESSEE may elect to terminate this lease by written notice to the other given within such casualty, specifying a date for the expiration of the lease, which will not be more than 60 days after giving such notice, and upon the date specified in such notice the term of the lease will expire fully and completely as if such date were the date set forth above for the termination of this lease. In such event, LESSEE will forthwith quit, surrender and vacate the premises without prejudice however to LESSOR's rights and remedies against LESSEE under the lease provisions in effect prior to such termination, and any rent owing will be paid up to such date. D. Nothing contained hereinabove will relieve LESSEE from any liability that may exist as a result of damage from fire or other casualty. LESSEE acknowledges that LESSOR will not carry Insurance on LESSEE's inventory and/or furnishings or any fixtures or equipment, improvements, or appurtenances removable by the LESSEE, and agrees the LESSOR will not be obliged to repair any damage thereto or replace the same. Except as expressly provided herein to the contrary, this lease shall not terminate nor shall there be any abatement of rent as a result of a fire or other casualty which is the fault of, or caused by the LESSEE. LESSEE shall be responsible to insure the Improvements and repairs which LESSEE provides to the premises. 13. The occurrence of any of the following shall constitute an event of default hereunder: A. Discontinuance by LESSEE of the conduct of its business in the premises, for a period of thirty days or longer. B. The filing of a petition by or against LESSEE for adjudication as a bankrupt or insolvent, or for its reorganization or for the appointment of a receiver or proceedings under Chapter X and/or Chapter IX of the Federal Bankruptcy Law; an assignment by LESSEE for the benefit of creditors; or the taking possession of the property of LESSEE by any governmental officer, court appointed receiver or agency pursuant to statutory authority for the dissolution or liquidation of LESSEE. C. Failure of LESSEE to pay when due any Installment of rent hereunder or any other sum herein required to be paid by LESSEE. D. Abandonment or desertion of the premises or permitting the same to be empty and unoccupied, for any consecutive period of thirty days or longer. E. LESSEE's failure to perform any non-monetary covenant or condition of this lease within ten (10) days after written notice and demand. F. LESSOR'S failure to comply with any of the terms herein. County Attorney Lease le Street KW Professional Bldg. 14. RIGHTS G-F LESSOR UPON DEFAULI M LESSEE, If the LESSEE is in default as defined In subparagraphs A to D inclusive of Paragraph 13 and if the same is not cured by the LESSEE within five (5) days after written notice to the LESSEE or if the LESSEE is in default pursuant to the provisions of sub-paragraph E of Section 13, the LESSOR, in addition to all rights and remedies granted under the laws of the State of Florida shall have any or all of the following rights: A. To re-enter and remove all persons and property from the premises, and such property may be removed and stored in a public warehouse or elsewhere at the cost of and for the account of LESSEE, all without service of notice or resort to legal process and without being deemed guilty of trespass, or becoming liable for loss or damage which may be occasioned thereby; and/or B. To terminate the lease and re-let the premises for account of the LESSOR or within the sole discretion of LESSOR the premises may be re-let for the account of the LESSEE. C. In the event of LESSOR's termination of this lease for LESSEE's breach hereunder, In addition to any other remedy otherwise available at law or equity, LESSOR may recover from LESSEE all damages incurred by reason of such breach, including the cost of recovering the premises. 15. In the event of LESSOR's breach of its obligations and duties under this agreement, LESSEE shall give the LESSOR notice in writing of said breach and allow LESSOR thirty (30) working days to remedy such defect. In the event that such defect is not cured within the requisite time, LESSEE may terminate this lease upon giving thirty days written notice to the LESSOR. In addition to any other remedy otherwise available at law or equity, LESSOR may recover from LESSEE all damages incurred by reason of such breach, including the cost of relocating to new premises. 16. A3ORNEY'5 FEES AND COSTS. Each party shall be solely responsible for the costs of its own attorney's fees incurred In connection with the preparation and review of this lease for execution. If any action at law or In equity shall be ibrought under this lease, or for or on account of any breach of, or to enforce or interpret any of the covenants, terms, or conditions of this lease, or for the recovery of possession of the demised premises, the prevailing party shall be entitled to recover from the other party, reasonable attorneys fees and costs, the amount of which shall be fixed by the court and shall be made a part of any judgment or decree rendered. 17. INDEMNIMMON, H.QLp tMRMLESSASubject to Section 768.28, Florida Statutes, LESSEE shall indemnify and hold harmless LESSOR against and from any and all claims arising from LESSEE's use of the premises for the conduct of its business or from any activity, work, or other thing done, permitted or suffered by the LESSEE in or about the building, and shall further indemnify and hold harmless LESSOR against and from any and ail claims arising from any breach or default In the performance of any obligation on LESSEE's part to be performed under the terms of this lease, or arising from any act or negligence of the LESSEE, or any officer, agent, employee, guest, or invitee of LESSEE, and from all and against all costs, attorney's fees, expenses and liabilities incurred in or about any such claim or any action or proceeding brought thereon. LESSEE, as a material part of County Attorney Lease 6 le Street KW Professional Bldg, the consideration to LESSOR, hereby assumes all risk of damage to property or injury to persons, in, upon or about the premises, from any cause other than LESSOR's negligence, and LESSEE hereby waives all claims in respect thereof against LESSOR. 18. WA31VER. The failure of either the LESSOR or LESSEE to insist In any one or more instances upon the strict performance of any one or more of the obligations of this lease, or to exercise any right or election herein contained, shall not be construed as a waiver or relinquishment for the future of the performance of such obligations of this lease, or of the right to exercise such election, but the same shall both continue and remain in full force and effect with respect to any subsequent breach, act or omission. 19. LIENS, LESSEE further agrees that LESSEE will pay all of LESSEE's contractors, subcontractors, mechanics, laborers, materialmen and alll others, and will indemnify LESSOR against all legal costs and charges, bond premiums for release of liens, and counsel fees reasonably incurred in the commencement or defense of any suit by the LESSOR to discharge any liens, judgments, or encumbrances against the premises caused or suffered by LESSEE. It is understood and agreed between the parties hereto that the costs and charges above referred to shall be considered as additional rent due under this lease, payable upon demand. The LESSEE herein shall not have any authority to create any liens for labor or material on the LESSOR's interest in the above-described property, and all persons contracting with the LESSEE for the doing of work or the furnishing of any materials on or to the premises, and all materialmen, contractors, mechanics and laborers, are hereby charged with notice that they must look to the LESSEE only to secure the payment of any bill for work done or materials furnished during the term of this lease. 20. Any holding over after the expiration of the term of this lease, with the consent of LESSOR, shall be construed to be a tenancy from month to month, at the same monthly rent as required for the period immediately prior to the expiration of the lease. 21. ERMEFUL POSSESSION, So long as LESSEE pays all of the rent and charges due and performs all of LESSEE's other obligations hereunder, LESSEE shall peaceably and quietly have, hold, and enjoy the premises throughout the term of this lease, without interference or hindrance by LESSOR. 22. TRANSFER BY L,JSSQR.1 In the event of termination of LESSOR's ownership of the premises by operation of law or by bona fide sale of the premises or for any other reason, then LESSOR shall be released from all liability and responsibility hereunder. In such event, LESSOR's successor, by acceptance of rent from LESSEE, shall become liable and responsible to LESSEE in respect to all such obligations of LESSOR under this lease. This lease may be assigned by the LESSOR in which case, LESSEE, upon request by LESSOR, shall issue a letter stating that the lease is in full force and effect and that there are no setoffs, claims, or other defenses to rent. 23• LESSEE may not assign this Lease in whole or in part, nor sublet any portion of the premises, without LESSOR's prior written consent, which consent may be arbitrarily withheld. County Attorney Lease 7 12'h Street KW Professional Bldg. A. The LESSEE and signatory to this lease, and any subsequent assignees or subleasees, shall remain liable to LESSOR under the terms of this lease, regardless of the number of intervening assignments and subleases, without consent to such further assignments and subleases being required, unless and until LESSOR expressly releases said LESSEE, assignee or subeesee from liability under this lease, and such liability shall not be in any way affected or reduced by any modification of the lease between LESSOR and the occupant assignee, even if such modification is made without the prior LESSEES' consent. B. LESSOR's consent to any assignment, subletting, occupation, or use by another person, shall not be deemed to be a consent to any subsequent assignment, subletting, occupation, or use by any other person, or a waiver of any right of LESSOR to deny such consent pursuant to the provisions hereof. Furthermore, LESSEE understands and agrees that, should LESSOR approve any assignment or sublease, LESSOR shall have the right to be reimbursed for legally-related expenses In connection with the review, preparation, and processing of any documents associated with said assignment/sublease. 24. A. Subordination by LESSEE LESSEE hereby subordinates its rights hereunder to the lien of any mortgage or mortgages, or the lien resulting from any other method of financing or refinancing, now or hereafter in force against the premises, and to all advances made or hereafter to be made upon the security thereof. This shall be self-operative and no further instrument of subordination shall be required by any mortgagee. However, LESSEE, upon request of any party in interest, shall execute promptly such instrument or certificates and irrevocably appoints LESSOR as Attomey-in-Fact for LESSEE, with full power and authority to execute and deliver, in the name of LESSEE, any such instrument or certificates. B. Estoppel Certificate. Within, ten (10) days after request by LESSOR, or in the event that, in connection with any sale, assignment or hypothecation of the premises by LESSOR, an estoppel certificate shall be required from LESSEE, LESSEE agrees to deliver, in recordable form, an estoppel certificate to any proposed mortgagee, purchaser, or to LESSOR, certifying (if such be the case) that this lease is in full force and effect and that there are no defenses or offsets thereon, or stating those claimed by LESSEE, as long as those are factual statements when made. C. At.�o- me . In the event of a sale or assignment of LESSOR's interest in the premises, or if the premises comes into the hands of a mortgagee, or any other person, whether because of a mortgage foreclosure, exercise of a power of sale, or other reason, LESSEE shall recognize said mortgagee or other person as the same as LESSOR hereunder. LESSEE shall execute, at LESSOR's request, any attornment agreement required by any mortgagee, or other such person containing such provisions as such mortgagee or other person requires. 25. NOTICES. Notices in this Agreement, unless otherwise specified, must be sent by certified mail to the following: LE-- D&L COUNTY/LESSEE: 12th Street, Ltd. County Attorney 782 NW Lejeune Rd. PO Box 1026 Suite 638 Key West, FL 33041-1026 County Attorney Lease 8 12*Street KW Professional Bldg. Miami, FI 33126 And County Administrator 1100 Simonton Street Key West, FL 33040 26. The LESSEE for itself, its personal representatives, successors in interest, and assigns, as a part of the consideration hereof, does hereby covenant and agree that no person on the grounds of race, color, or national origin shall be excluded from participation in, denied the benefits of, or be otherwise subjected to discrimination in the use of premises or in the contracting for improvements to the premises. 27. This Agreement is governed by the laws of the State of Florida and the United States. Venue for any dispute arising under this Agreement must be in Monroe County, Florida. In the event of any litigation, the prevailing party is entitled to a reasonable attorney's fee and costs. LESSOR and LESSEE hereby knowingly, voluntarily and Intentionally waive the right to a trial by jury in respect to any litigation based hereon, or arising out of, under or in connection with this lease, this waiver being a material inducement for LESSEE to enter into the lease 28. Any item, condition or obligation of this Agreement that is In conflict with the items listed In this paragraph is superseded to the extent of the conflict. 29. CONSTRUCTION, This Agreement has been carefully reviewed by the LESSOR and the LESSEE. Therefore, this Agreement is not to be construed against any party on the basis of authorship. 30. FULL UNDLERSTANQ1N.G., This Agreement is the parties' final mutual understanding. It replaces any earlier agreements or understandings, whether written or oral. This Agreement cannot be modified or replaced except by another written and signed agreement. IN WITNESS WHEREOF, each party has caused this Agreement to be executed by its duly authorized representative. (SEAL) 121h STREET LTD. ATTEST: By By Tittle Title (SEAL) BOARD OF COUNTY COMMISSIONERS ATTEST: DANNY L. KOLHAGE, CLERK OF MONROE COUNTY, FLORIDA By By Deputy Clerk MONROE COUNTY ATTORNEY Mayor/Chairman County Attorney Lease g AP ROVED AS 12'h Street KW Professional Bldg. SUZAN�NEr �.pHUTTON Date Cp�/! /0 7 Y EXHIBIT A The attached drawing depicts the general nature of the build-out, which shall include all work necessary to provide an office suite ready to move in, and specifically includes: finishing doorways with wood frames, installing doors to offices (County to supply locking handles), installing drywall to create the additional 3 office spaces and bathrooms denoted on the attached drawing, completing air-conditioning ductwork, running channels for the County to install computer and phone connection lines, installation of standard fighting, two bathrooms of which at least one shall be ADA compliant, a kitchen floor cabinet with sink, plumbing as necessary for the bathrooms and kitchen sink, installation of carpeting, and painting of walls. County shall be responsible for its technology lines and bookcases. County Attorney Lease 10 12'h Street KW Professional Bldg.