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Item D06MEETING DATE BOARD OF COUNTY COMMISSIONERS AGENDA ITEM SUMMARY FEBRUARY 19, 2003 DIVISION: COMMUNITY SERVICES BULK ITEM: YES DEPARTMENT: LIBRARY AGENDA ITEM WORDING: Approval of lease between the Monroe County Board of Commissioners and MHW Properties, Inc., for additional space in the Big Pine Key Shopping Center for the Big Pine Key Branch Library expansion. ITEM BACKGROUND: The Gallery in the space adjacent to the Library has agreed to move into the next space, making their current site available for use by the Library. The shopping center owner has agreed to this move. PREVIOUS RELEVANT BOCC ACTION: The BOCC approved the Lease Buy Out Agreement with the Lower Keys Artists Network, Inc., at their meeting on December 18, 2002, to facilitate this move. CONTRACT/AGREEMENT CHANGES: N.A. STAFF RECOMMENDATION: Approval TOTAL COST: $ 12,987.92 for the balance of FY2003 BUDGETED: No COST TO COUNTY: $ 0 Moneys to come from the State Aid to Libraries Grant already awarded REVENUE PRODUCING: AMOUNT PER MONTH /YEAR: APPROVED BY: County Attorney )KXX OMB/Purchasing xXX Risk Management XXX DIVISION DIRECTOR APPROVAL DOCUMENTATION: Included DISPOSITION: E. MALLOCH, Division Director To Follow Not Required AGENDA ITEM # / 6 MONROE COUNTY BOARD OF COUNTY COMMISSIONERS CONTRACT SUMMARY Contract with: MHW Properties, Inc. Contract # Effective Date: Expiration Date: Contract Purpose/Description: Approval of lease between the Monroe Count Board of Commissioners and MHW Pro Properties, Inc. for additional space in the BigPine KeyShopping Center for the BigPine Ke Branch Libra expansion. Contract Manager: Jim Malloch 4500 Community Services / #1 (Name) (Ext.) (Department/Stop #) for BOCC meeting on 2/19/03 Agenda Deadline: 2/5/03 CONTRACT COSTS Total Dollar Value of Contract: $ Current Year Portion: $ 12,987.92 Budgeted? Yes❑ No ® Account Codes: Grant: $ State Aid to Libraries Grant County Match: $ -0- ADDITIONAL COSTS Estimated Ongoing Costs: $ /yr For: (Not included in dollar value above) rPQ mai"+A--- REVIEW Date In Changes Needed Reviewer Date Out Division Director p3 Yes[] Not' y �-t l3 ' O Risk Management 0/03 ',, / yes❑ Noy �/U• 211310.3 O.M.B./Purchasing QWP5 Yes[/No❑ 1 01 County Attorney Z U DO Yes(] No[j SuZNor++., h 2% IL 103 r OMB Form Revised 2/27/01 MCP #2 RETAIL SHOPPING CENTER LEASE AGREEMENT INDEX ARTICLE I FUNDAMENTAL LEASE PROVISIONS ARTICLE II LEASE PREMISES AND TERM ARTICLE III RENT ARTICLE IV COMMON AREA MAINTENANCE ARTICLE V TAXES ARTICLE VI INSURANCE ARTICLE VII PRORATED CHARGES ARTICLE VIII UTILITY CHARGES ARTICLE IX COMMON AREAS ARTICLE X NORMAL OPERATION AND USE OF PREMISES ARTICLE XI REPAIRS ARTICLE XII CONSTRUCTION/IMPROVEMENTS ARTICLE XIII DAMAGE, DESTRUCTION OR CONDEMNATION OF LEASED PREMISES ARTICLE XIV REMEDIES ARTICLE XV MORTGAGE FINANCING AND SUBORDINATION ARTICLE XVI MERCHANT'S ASSOCIATION ARTICLE XVII OTHER PROVISIONS 01 0 4 5 6 6 6 6 6 7 8 10 12 13 15 17 18 18 RETAIL SHOPPING CENTER LEASE AGREEMENT THIS LEASE, made and entered into this day of 2003, by and between MICHAEL H. WEISSER d/b/a Big Pine Key Shopping Plaza ("Landlord'') and MONROE COUNTY ("Tenant''), having its principal offices at WITNESSETH.- That for and in consideration of the rent to be paid, the mutual covenants and agreements herein contained, and other good and valuable consideration, the receipt and sufficiency of all of which is hereby acknowledged by the parties, Landlord hereby demises and rents unto Tenant, and Tenant hereby leases from Landlord, certain premises located in the Landlord's Shopping Center known as Big Pine Key Shopping Center (hereinafter referred to as "Shopping Center'' or "Center'') all upon the terms, covenants, and conditions hereinafter contained. ARTICLE I - FUNDAMENTAL LEASE PROVISIONS AND EXHIBITS 1. Fundamental Lease Provisions A. NAME OF PROJECT: Big Pine Key Plaza B. LANDLORD: MICHAEL H. WEISSER d/b/a Big Pine Key Plaza C. TENANT: MONROE COUNTY D. TENANT'S TRADE NAME: Monroe County Library E. PERMITTED USAGE: Library F. SQUARE FOOTAGE: 1200 square feet G. PRIMARY LEASE TERM: Five years 2 H. FIXED MINIMUM ANNUAL RENT: 24,000.00 with annual 4$ increases, based upon the rent of the year preceding the recomputation, and subject to lease amendment should the common area costs demonstrably increase more than 4$ but less than 100; County shall not withhold approval of any reasonable amendment to address economic changes. Tenant's obligation to pay under this agreement is conditioned upon the annual appropriation of funds. I. COMMENCEMENT DATE: March 1, 2003. J. PERCENTAGE RENT RATE: N/A K. PASS THRUS TO TENANT: Computations of those common area expenses normally passed through to tenants has been applied to the premises and included in the monthly rent of $2,000.00. L. OPTIONS: One three year option M. INITIAL MONTH'S RENT, INCLUDING PASS THRUS: $2,000.00. N. CONSIDERATION FOR ALTERATION: $2,000.00. Party -wall opening. Tenant has requested from Landlord the right to open a party wall existing between Tenant's existing space and the space being rented herein. As consideration for the Landlord granting Tenant the right to make openings in said wall, which cost shall be solely paid by Tenant, Tenant agrees to remit to Landlord the sum of $2,000.00 as a payment for Landlord's consent. Tenant agrees that at the termination of the Lease if requested by Landlord, Tenant shall restore the premises and shall restore the party wall to its original condition, all to be done at Tenant's sole expense. The payment enumerated herein shall be made on or before March 1, 2003 or when the Tenant commences to pay rent hereunder. 2. Effect of Reference to a Fundamental Lease Provision. Each reference in this Lease to any of the Fundamental Lease Provisions in Section 1 shall be construed to incorporate substantially all of the terms provided under such Fundamental Lease Provision as hereinafter amplified, but such amplified provision shall prevail in the event of any ambiguity. 3. Exhibits. The exhibits in this section and attached to this Lease are incorporated in this Lease by reference as though set forth fully herein and are to be construed as a part 3 hereof. ARTICLE II - LEASED PREMISES AND TERM 4. Location and Size. The Leased Premises are located in the County of Monroe and State of Florida and known and described as the Big Pine Key Shopping Center. More particularly, the Leased Premises consist of approximately 1200 square feet (the area of the Demised Premises is measured by including the exterior faces of the exterior walls and the centers of any party walls), as outlined in red on the attached Site Plan (Exhibit A), and contained within the site plan, outlined in green on said Exhibit A; provided, however, that Landlord shall have the right to alter, in whole or in part, said Site Plan, but such alterations shall not materially interfere with Tenant's occupancy, use, or its access to the Demised Premises. Landlord shall also have the sole right to relocate any Tenant to a comparable space in the Shopping Center, at Landlord's expense, upon giving Tenant ninety (90) days' prior written notice. Nothing contained in this Lease shall constitute a consent by Landlord to occupancy of all or any part of the Premises by a subtenant, licensee or concessionaire, unless such consent shall be in writing. The Tenant shall not use any of the Demised Premises for any mechanical or vending machine device, either within or outside of their Premises without the express written permission of Landlord. 5. A. Commencement Date. The "Commencement Date'' of this Lease shall be March 1, 2003. B. Initial Term. The initial term of this Lease shall be for a period of five years. ARTICLE III - RENT 6. A. Fixed Minimum Annual Rent. See Article I, Paragraph H. B. If the term hereof shall begin and/or end on any day other than the first day of a calendar month, the fixed minimum rent for such partial month shall be apportioned on a per diem basis, calculated on the basis of a thirty (30) day month. 4 C. Tenant shall pay a consideration in the amount of $2,000.00 for the permission to alter the wall which is common to the adjacent unit owned by Tenant by placing a doorway in said wall. D. DELINQUENCY CHARGES - Tenant is a local government entity and subject to the Florida Prompt Payment Act, Section 218.70, F.S. et. seq. Landlord has remedies available under said Act for any payment which is delinquent under said Act. 7. Percentage Rent. N/A 8. Definition of Gross Sales. N/A 9. Records. Both parties shall retain records regarding this agreement for a period of three years following the termination of this agreement. Upon receipt of reasonable notice, both parties shall allow each other or their designated representatives, during regular working hours, to review the other's records which pertain to this lease. 10. Reports. N/A 11. Rental for Fractional Periods. Both the guaranteed rental and/or the percentage rental (if any) for fractional periods at the beginning and end of the term of this Lease, or resulting from an authorized abatement of rent or a change of Tenant's fiscal year, shall be equitably prorated on the basis of the guaranteed rental installments or of the annual percentage rental, as the case may be. ARTICLE IV - COMMON AREA MAINTENANCE 12. Deleted. ARTICLE V - TAXES 13. Deleted. ARTICLE VI - INSURANCE 5 14. Deleted. 15. Deleted. ARTICLE VII - PRORATED CHARGES 16. Prorated Charges. If the term of the Lease shall begin or end on a date other than the first or last day of a calendar year, the first and/or final annual charges to Tenant with respect to all assessments herein, including but not limited to, common area maintenance charges, taxes, and insurance, shall be prorated on a daily basis of a 360 year day. ARTICLE VIII - UTILITY SERVICES 17. A. Utilities. Tenant shall promptly pay for all public utilities rendered or furnished to the Leased Premises from and after the date Tenant assumes possession of said Premises, including but not limited to, water, sewer, gas, electricity, heat and air conditioning. Landlord shall not be liable in damages or otherwise for any interruption in the supply of any utility to the Demised Premises nor shall any such interruption constitute any ground for an abatement of any of the rents reserved hereunder. Tenant shall not at any time overburden or exceed the capacity of the mains, feeders, ducts, conduits or other facilities by which such utilities are supplied to, distributed in, or serve the Demised Premises. If Tenant desires to install any equipment which shall require additional utility facilities or utility facilities of a greater capacity than the facilities to be provided by Landlord, such installation shall be subject to Landlord's prior written approval of Tenant's plans and specifications therefor. If approved by Landlord, Tenant agrees to pay Landlord, on demand, the cost for providing such additional utility facilities or utility facilities of greater capacity. B. Except as otherwise provided in this Section, Landlord shall not be responsible for providing any meters or other devices for the measurement of utilities supplied to the Demised Premises. Tenant shall make application for and arrange for the installation of all such meters or other devices and Tenant shall be solely responsible for and promptly pay, as and when the same become due and payable, all charges for water, sewer, electricity, gas, telephone and any other utility used or consumed in the Demised Premises. C. Should Landlord elect or be required to supply any C. utility services used or consumed in the Demised Premises, Tenant agrees to pay as additional rent an amount not to exceed that which the utility company would have charged Tenant for furnishing such utilities. If Landlord is furnishing Tenant any utility or utilities hereunder, Landlord, at any time, at Landlord's option and upon not less than thirty (30) days prior notice to Tenant, may discontinue such furnishing of any such utility to the Demised Premises, and in such case, Tenant shall contract with the public service company supplying such utility service for the purchase and obtaining by Tenant of such utility directly from such public service company. D. Dumpster and/or trash compactor locations will be determined by the Landlord, and dumpsters shall be rented by the tenants to accommodate their trash removal. In the event Landlord implements an in-house trash removal program, Tenant agrees to participate. ARTICLE IX - COMMON AREAS 18. Use of Common Areas. Tenant and its employees and invitees shall have the non-exclusive right, in common with Landlord and all others to whom Landlord has or may hereafter grant rights, to use the common areas as well as, where applicable, common corridors, courts and arcades, together with facilities such as washrooms, comfort rooms, lounges, drinking fountains and toilets, subject to such reasonable rules and regulations as Landlord may from time to time impose, including the designation of specific areas in which cars owned by Tenant and its employees must be parked. Tenant agrees after notice thereof to abide by such rules and regulations and to use its best efforts to cause its employees and invitees to conform thereto. Landlord may at any time close or restrict for a reasonable period, any common area to make repairs, to prevent the acquisition of public rights in such areas, or to discourage non -customer parking; and Landlord may do such other acts in and to the common areas as in its judgment may be desirable to improve the convenience thereof. Neither Tenant nor Tenant's employees shall solicit business in the common areas or distribute any handbills or other advertising matter in such areas or place any such handbills or advertising matter in or on any automobiles parked therein without Landlord's written consent. ARTICLE X - NORMAL OPERATION AND USE OF PREMISES 7 19. Permitted Usage. Tenant covenants and agrees to use the Leased Premises only for the permitted uses set forth in Section 1.D and for no other purpose without written consent of the Landlord. 20. Noise Obstructions and Nuisances. Tenant covenants that it will not: (a) place or maintain any signs or merchandise in any of the common areas, (b) create or maintain loud noises, sound effects, offensive odors, and smoke or dust in or about the Premises, and (c) commit any waste. Tenant shall not permit any loitering in or about its Premises, and shall take all reasonable affirmative steps to prevent and abate the same. 21. Rules and Regulations. Landlord shall have the right to establish, modify and/or rescind reasonable rules and regulations governing the use of parking areas, walks, driveways, passageways, signs, exteriors of building, lighting, matters affecting other Tenants, and the general management of the Shopping Center. 22. Signs, Awnings and Canopies. Tenant will not place or suffer to be placed or maintained on any exterior door, wall, or window of the Leased Premises any sign, awning, or canopy, or advertising matter or other things of any kind, and will not place or maintain any decoration, lettering or advertising matter on the exterior glass of any window or door of the Leased Premises without first obtaining Landlord's written approval and consent. Tenant further agrees to maintain such sign, awning, canopy, decoration, lettering, advertising matter or other things as may be approved by Landlord, in good condition and repair at all times. 23. Normal Operation and Use of Premises. Tenant shall operate 100%� of the Leased Premises during the entire term of this Lease under the name(s) set forth in Section 1.0 hereof, or such other name as Landlord shall approve in writing, with due diligence and efficiency so as to produce all of the gross sales which may be produced by such manner of operation, unless prevented from doing so by causes beyond Tenant's control. Subject to inability by reason of strikes or labor or disputes, Tenant shall carry at all times in said Premises a stock of merchandise of such size, character and quality as shall be reasonably designed to produce the maximum return to Landlord and Tenant. Tenant shall conduct its business in the Leased Premises during the regular customary days and hours for such type of business in the city or trade area in which N the Shopping Center is located. Tenant shall keep the display windows and signs, if any, in the Leased Premises well lighted during the hours from sundown to 9:00 p.m., unless prevented from doing so by events beyond the control of Tenant. Tenant shall use, occupy, operate and maintain the Premises throughout the term for the purposes stated in this Lease and in a manner which shall not detract from the character, appearance or dignity of the Shopping Center and for no other purpose. Tenant further agrees to discontinue immediately, after demand by Landlord, and as often as such demand shall be made, the exhibition, display (window or otherwise), or advertisement in or with respect to the Premises or any part thereof, of any article or material or the manner of exhibition, display or advertisement of same to which Landlord shall reasonably object and to remove from the Premises immediately after demand by Landlord, and as often as such demand shall be made, any sign, advertisement, poster, exhibit or display (window or otherwise), to which Landlord reasonably shall object (but nothing contained herein shall be deemed to grant to Tenant any right to install or maintain any such sign, advertisement, poster, exhibit or display). Any matter or object visible from the street and/or exterior of the Leased Premises deemed objectionable by Landlord shall be corrected or removed as required by Landlord, to Landlord's satisfaction. All window displays shall be kept neat, orderly and fresh in appearance. All windows and exterior elements of the Premises, including, without limitation, the storefront area of the Leased Premises, the window areas of the Leased Premises and all metal work adjacent to and above said windows shall be maintained (including, without limitation, frequent cleaning as directed by Landlord) by Tenant at Tenant's sole expense. Blinds or draperies or other window coverings shall be approved by Landlord and positioned in such a fashion as may be approved by Landlord from time to time. Tenant further agrees not to (a) conduct or permit any fire, auction, going - out -of -business or bankruptcy sale in the Leased Premises, (b) use or operate the Premises as a so-called � discount house or for "cut rate'' or "discount'' type of business, (c) use or permit to be used the sidewalks or other space outside the Leased Premises for any display, sale or similar undertaking or storage, (d) use or permit to be used any loudspeaker, phonograph or other sound system or advertising device which may be heard outside the Leased Premises, or (e) distribute or permit to be distributed handbills or other matter to customers outside the Leased Premises. Tenant covenants and agrees to remain open and fully lighted during the entire Lease term during all business hours on all business days, which business hours and days are those set by the County for 9 the Big Pine Library. Tenant acknowledges that Landlord's damages resulting from any breach of the provisions of this Section are difficult, if not impossible, to ascertain and concedes that, among other remedies for such breach permitted by law or the provisions of this Lease, Landlord shall be entitled to enjoin Tenant from any violation of said provisions. 24. Deleted. ARTICLE XI - REPAIRS 25. Tenant Repairs. Except as provided herein with respect to the specific repair obligations of Landlord, Tenant will at its own expense, maintain in good order, condition and repair, the Leased Premises and every part thereof and any and all appurtenances thereto wherever located, including without limitation, all doors, automatic doors, windows, plate glass, store front, all plumbing and sewage facilities serving the Leased Premises, including free flow up to the trunk line where Tenants service lines connect all electrical fixtures and replace light bulbs and ballasts and other fixtures, heating, ventilating and air conditioning and electrical systems, walls and ceilings and all installations made by Tenant under the terms of the Lease. Landlord shall assign to Tenant all warranties on the heating, ventilating and/or air conditioning equipment serving the Leased Premises and Tenant shall be responsible for maintaining and replacing said equipment. Tenant shall keep and maintain the Leased Premises in a clean, sanitary and safe condition and in accordance with all directions, rules and regulations of proper officials of the governmental agencies having jurisdiction over the Shopping Center, and Tenant shall comply with all requirements of the law by Statute, ordinance or otherwise affecting the Leased Premises and all appurtenances thereto. When vacating the Leased Premises, Tenant will surrender same to Landlord in as good condition as received except for ordinary wear and tear. 26. Tenant Maintenance. Tenant shall maintain the exterior walkway in front of their premises free from debris, snow, ice or any other obstructions and shall keep the premises on the interior painted and attractive in nature. 27. Landlord Repairs. Landlord shall make all necessary repairs to the structure of the building of which the Leased Premises are a part, including but not limited to roof, foundations and 10 exterior walls (but excluding glass, plate glass and the exterior of the frames surrounding all windows, doors, plate glass, non-structural store fronts, and signs), and Tenant will be required to make any repairs where same were caused or occasioned by any act of omission or negligence of Tenant, its employees, agents, invitees, licensees, visitors and contractors. Tenant will permit Landlord, or its officers, agents and representatives, the right to enter into and upon all parts of the Leased Premises, at all reasonable hours to inspect same, clean, or make repairs, alterations, or additions as Landlord may deem necessary, and Tenant shall not be entitled to any abatement or reduction of rent by reason thereof. In the event of an emergency, Tenant hereby grants to Landlord the right to enter the Leased Premises at any time. In addition, Tenant shall permit Landlord or Landlord's agent and any other person authorized by the same to enter the Leased Premises during the last six months of the Lease term for the purpose of exhibiting the Leased Premises to prospective Tenants. 28. Ice and Snow. Landlord agrees to use reasonable diligence to keep the parking and public areas free from ice and snow, and at all times to keep said areas free of trash, litter or obstructions of any kind. .ARTICLE XII - CONSTRUCTION/IMPROVEMENTS 29. A. All additions or alterations by Tenant now or in the future shall be performed in accordance with accepted building practices so as not to affect the building in which the Premises are situated. B. Prior to construction of any addition or alteration, Tenant shall submit to Landlord for approval a written description of the intended changes including, when necessary, detailed plans and specifications prepared by a registered architect. Tenant shall be responsible for obtaining all applicable governmental approvals. C. Tenant is exempt from mechanics liens, but by execution of this Lease agreement hereby warrants that no liens shall attached to the Leased Premises as a result of any act or omission by Tenant, and that should such lien be filed contrary to this warranty, Tenant shall defend against same. D. Tenant's taking possession of the Leased Premises shall be conclusive evidence of Tenant's acceptance thereof and that 11 the Leased Premises are in good order and satisfactory condition. Tenant agrees that no representations respecting the condition of the Leased Premises and no promises to decorate, alter, repair or improve the Leased Premises either before or after the execution hereof, have been made by Landlord or its agents to Tenant unless the same are contained herein or made a part hereof. 30. Kiosks. In addition to the rights set out above, Landlord shall further have the right to construct and lease free-standing buildings in the common areas, including but not limited to "Foto Mat . - 31. Mechanic's Liens. If by reason of any alteration, repair, labor performed or materials furnished to the Premises for or on behalf of Tenant, any mechanics or other liens shall be filed, claimed, perfected, or otherwise established as provided by law against the Premises, Tenant shall discharge or remove the same lien by bonding or otherwise, within thirty (30) days after notice from Landlord to Tenant of the filing of same. 32. Trade Fixtures. Tenant shall not remove any plumbing or electrical fixtures or equipment, heating or air conditioning equipment, floor coverings (including wall-to-wall carpeting) glued or fastened to the floors, or any paneling, tile or other materials fastened or attached to the walls or ceilings, all of which shall be deemed to constitute a part of the freehold, and, as a matter of course, shall not have the right to remove any improvements or machinery that were furnished or paid for by the Landlord, unless agreed to in writing by Landlord. All structural fixtures, alterations, decorations, additions and improvements made or installed by Tenant shall remain the property of Landlord. Buildings shall be left in a broom clean condition, reasonable wear and tear excluded. If Tenant shall fail to remove its non-structural trade fixtures or other property at the termination of this Lease or within thirty (30) days thereafter, such fixtures and other property not removed by Tenant shall, at the option of Landlord, be deemed abandoned by Tenant, and shall become the property of Landlord. ARTICLE XIII - DAMAGE, DESTRUCTION OR CONDEMNATION OF THE LEASED PREMISES 33. A. Damages Destruction or Condemnation of the Leased Pre_. In the event that Tenants building shall be totally destroyed or damaged to any extent by fire or other casualty, Landlord agrees to proceed to repair the damage and to restore 12 the Premises to the same condition as existed prior to such damages. In the event that Landlord shall fail within a ninety (90) day period to proceed with and within eight months to complete the repairs and to restore the Premises, Tenant may, at its option, terminate this Lease by giving to Landlord written notice thereof. If failure to commence or complete said repairs within the stipulated time shall be due to strikes, war, material shortages, weather conditions, delays by its insurer or similar happenings beyond its control, and provided further, the repairs are completed with all due diligence commensurate with such delay, such option to terminate shall not arise. B. If damages to Tenant's building in excess of fifty (50%) percent of the value thereof shall occur within the last three years of the initial term or any of the option extension periods provided for herein, the obligation of the Landlord to restore the Premises shall not arise unless Tenant shall give notice to Landlord within ten (10) days after such damage of its desire to extend the Lease for an additional period so as to expire not less than five years from the date of such damage, and on the same conditions and for the same rentals as provided in the Lease Agreement. The Lease shall continue and the remaining option periods, if any, shall be construed to follow upon the end of such extended term. Failing such notice to extend, Landlord at its option shall have the right to terminate this Lease or to restore the Premises, in which latter event this Lease shall continue for the remainder of the primary Lease term. C. Tenant shall be entitled to an abatement of a fair and just portion of the rent, based upon the unusable space, from the date of such damages, until said Premises are reinstated or restored. 34. Loss or Damage to Tenant's Property. Landlord shall not be liable for any damage to property of Tenant or of others located on the Leased Premises, nor for the loss of or damage to any property of Tenant or of others by theft or otherwise. Landlord shall not be liable for any injury or damage to persons or property resulting from fire, explosion, falling walls or ceilings, steam, gas, electricity, water, rain, snow, or leaks from any part of the Leased Premises or from the pipes, appliances, plumbing works, or from the roof, street, subsurface, or from any other place, by dampness, or by any other cause of whatsoever nature. Landlord shall not be liable for any such damaged caused by other Tenants or persons in the Leased Premises, occupants of property adjacent to the Shopping Center or the public, or for damage caused by operations in construction of any private, public, or quasi -public work. All property of Tenant, kept or stored on the Leased Premises, shall be at 13 Tenant's risk, and Tenant shall hold Landlord harmless from all claims arising out of damage to same, including subrogation claims by Tenant's insurance carriers, unless such damage shall be caused by the willful act or gross neglect of Landlord. 35. Effect of Condemnation. In the event that during the term of this Lease, or any extension or renewal thereof, the Leased Premises, or as much as fifty (50s) percent thereof, are taken by governmental or quasi -governmental authority by exercise of the power of eminent domain, this Lease shall terminate by reason of such taking at the time possession must be surrendered to such authority. Prepaid or unearned rent shall be adjusted between the parties as of such date. In the event that less than fifty (500) percent of the Leased Premises is acquired by such authority, the monthly rental payments from the date of such acquisition to the end of the original or any extended term hereof shall be reduced in proportion to the resulting loss of use by said Premises by Tenant. In the event of such partial acquisition and reduction in rent, Landlord agrees to make promptly, at its expense, all necessary alterations and repairs which shall be required because of such partial acquisition by eminent domain to restore the Premises to a safe and usable condition. 36. Waiver. In the event of such condemnation, Tenant hereby waives in favor of Landlord any and all claims it may have by reason of the taking of any portion of the Leased Premises. Tenant, however, reserves any rights or claims it may have in this regard respecting its own personal property. ARTICLE XIV - REMEDIES 37. DELETED. 38. DELETED 39. _Inspection. Landlord or its representatives shall have the right to enter the Leased Premises at reasonable hours of any business day during the Lease term to ascertain if the Premises are in proper repair and condition. 40. A. Landlord's Right on Default. If Tenant's rights under this Lease shall have terminated as provided for herein, Landlord may immediately, or at any time thereafter, re-enter the Premises and remove all persons and all or any property therefrom, by any suitable action or proceeding at law, or by force or otherwise, without being liable for any prosecution therefor or damages 14 therefrom, and repossess and enjoy the Premises, together with all additions, alterations and improvements, and Landlord may, at its option, repair, alter, remodel and/or change the character of the Premises as it may deem fit, and shall make a good faith effort to re -let the Premises for the remaining term thereof. The exercise by Landlord of any rights granted in the sentence immediately preceding shall not relieve Tenant from the obligations to make all payments, and to fulfill all other covenants required by this Lease, at the time and in the manner provided herein. Landlord when attempting to re -let the Premises hereunder, shall be the sole judge as to whether or not a proposed tenant is suitable and acceptable. B. In the event of a breach by Tenant of any of the covenants or provisions hereof, Landlord shall have, in addition to any other remedies which it may have, the right to invoke any remedy allowed at law or in equity to enforce Landlord's rights, as if re-entry and other remedies were not herein provided. 41. Non -Waiver Provisions. The failure of either Party to insist upon a strict performance of any of the terms, conditions and covenants herein shall not be deemed to be a waiver of any rights or remedies that such Party may have and shall not be deemed a waiver of any subsequent breach or default in the terms, conditions and covenants herein contained except as may be expressly waived in writing. The maintenance of any action or proceedings to recover possession of the Premises, or any installment of rent or any other monies that may be due or become due from Tenant to Landlord, shall not preclude Landlord from thereafter instituting and maintaining subsequent actions or proceedings for the recovery of possession of the Premises or of any other monies that may be due or become due from Tenant. Any entry or re-entry by Landlord shall not be deemed to absolve or discharge Tenant from liability hereunder. 42. Inability to Perform. If either Party is delayed or prevented from performing any of its obligations under this Lease by reason of strike or labor troubles or any outside cause whatsoever beyond such Party's reasonable control, the period of such delay or such prevention shall be deemed added to the time herein provided for the performance of any such obligation. 15 43. Tenant and Landlord Expenses. If either Party shall at any time be in default hereunder, such defaulting Party will reimburse injured Party for the reasonable expenses incurred to enforce said rights, including but not limited to court costs and reasonable attorneys' fees. If Tenant's rights hereunder are not terminated, the amount of such expenses shall be deemed to be additional rent hereunder and shall forthwith be due and payable by Tenant to Landlord; otherwise, such expense shall be a part of the costs referred to above. ARTICLE XV - MORTGAGE FINANCING AND SUBORDINATION 44. A. Subordination. This Lease is and shall be, without further act by Landlord or Tenant, subordinate to any mortgage or mortgages now or hereafter placed upon Landlord's interest in the Shopping Center or future additions thereto; and to all advances made or to be made thereunder, and to any renewals, modifications, extensions, and renewals thereof; it being expressly understood and agreed that no further instrument shall be required to effect the subordination provided for herein; provided, however, said subordination shall be upon the express condition that this Lease shall be recognized by the mortgages and that the rights of Tenant shall remain in full force and effect and undisturbed during the term of this Lease and all extensions hereof, notwithstanding any default by Landlord with respect to the mortgage or any foreclosure thereof, so long as Tenant shall perform all of the covenants and conditions of this Lease. Upon any foreclosure or sale pursuant thereto or transfer in lieu thereof, Tenant shall attorn to the Mortgagee, Purchaser, or Transferee as Landlord herein, and this Lease shall continue in full force and effect as a direct Lease between Tenant and such entity as the case may be; provided, however, that neither Lender nor any other entity acquiring ownership of the Premises under any of the circumstances provided in this paragraph shall be obligated to complete any construction work required to be done by Landlord pursuant to the provisions of this Lease or to reimburse Tenant for any construction work done by Tenant, or be obligated to make any capital improvements to the Shopping Center or Tenant's space which Landlord may have agreed to make, but had not completed. B. Notwithstanding any other provision herein, in the event any Mortgage Lender shall require any further instrument to evidence or document the subordination and attainment provided for herein, Tenant hereby appoints Landlord as its kul Attorney -in -Fact to execute such instrument on behalf of Tenant in recordable form; provided that the terms of such instrument shall be generally consistent with those provided in this Section. 45. Notice to Mortgagees of Landlord's Default. Tenant shall give prompt written notice to Landlord of each mortgagee of record known to Tenant of any default of Landlord hereunder, and Tenant shall allow such mortgagee a reasonable length of time (in any event, not less than sixty (60) days from the date of such notice) in which to cure any such default. Any such notice shall be sent to the Mortgage Loan Department of any such mortgagee at its home office address. ARTICLE XVI - MERCHANTS ASSOCIATION 46. N/A. ARTICLE XVII - OTHER PROVISIONS 47. Indemnity. Subject to the provisions of Section 768.28 F.S., and the insurance requirements under this Lease, The Tenant during the term hereof shall indemnify and save harmless the Landlord from and against any and all claims and demands whether for injuries to persons or loss of life, or damage to property, occurring within the Premises and immediately adjoining the Premises, and arising out of the use and occupancy of the Premises by Tenant, or occasioned wholly or in part by any act or omission by Tenant, its agents or employees, excepting however, such claims and demands, whether for injuries to persons or loss of life, or damage to property, caused by acts or omissions of the Landlord. 48. Definition and Liability of Landlord. The term "Landlord'' as used in this Lease means only the owner of the mortgagee in Possession for the time being of the Premises described in Exhibit "All, or the owner of a leasehold interest in said Premises and/or the land thereunder so that in the event of a sale of said Premises or an assignment of this Lease, or a demise of said Premises and/or land, Landlord shall be and hereby is entirely freed and relieved of all obligations of Landlord hereunder and it shall be deemed without further agreement between the parties and such purchaser(s), assignee(s), or lessee(s) that the purchaser, assignee, or lessee has assumed and agreed to observe and perform all obligations of Landlord hereunder. It is specifically understood and agreed that there shall be no personal liability on Landlord with respect to any of 17 the covenants, conditions, or provisions of this Lease; and in the event of a breach or default by Landlord of any of its obligations under this Lease, Tenant shall look solely to the equity of Landlord in the Shopping Center for the satisfaction of Tenants remedies. 49. A. Notices. All notices required to be given to Landlord hereunder shall be sent by certified or registered mail to: c/o Michael H. Weisser 801 N.E. 167th Street, 2nd Floor No. Miami Beach, Florida 33162 All rental payments shall be sent to Landlord at: c/o Michael H. Weisser 801 N.E. 167th Street, 2nd Floor No. Miami Beach, Florida 33162 or to such other address as Landlord may direct. B. All notices required to be given to Tenant shall be sent by registered or certified mail to Tenant at: NORMA KULA JAMES MALLOCH 101485 Overseas Highway 1100 Simonton Street Key Largo, FL 33037 Key West, F1 33040 C. Date of service of any notice by mail shall be the date on which such notice is mailed. 50. A. Statement. After the Commencement Date and expiration date of the Lease term shall have been determined, Tenant, at Landlords request, shall from time to time execute, acknowledge and deliver written statements in recordable form: (1) ratifying this Lease; (2) specifying the commencement and expiration dates of the Lease term; (3) certifying that this Lease is in full force and effect and has not been assigned, modified, supplemented or amended (except by such writings as shall be stated); (4) that all conditions under this Lease to be performed by Landlord have been satisfied or stating those not performed; (5) that there are no defenses or offsets against the enforcement of this Lease by the Landlord; (6) the date on which rental has been paid; (7) the actual number of square feet of floor space in the Leased Premises as certified by Landlord's architect; and (8) that no rental has been paid more than thirty (30) days in advance. 18 B. If Tenant fails to execute, acknowledge and deliver to Landlord a statement in accordance with the foregoing provisions of this Section within ten (10) business days of the date of the written statement, such shall constitute an acknowledgment by Tenant that this Lease is unmodified and in full force and effect and that all conditions under this Lease to be performed by Landlord have been satisfied. 51. Short Form Lease. Tenant agrees not to record this Lease without the express written consent of Landlord. If Landlord or Tenant requires a "Short Form Lease'' suitable for recording, said Lease shall be executed, acknowledged and recorded all at the expense of the party requiring same. 52. Tenant's Notice of Default to Landlord. Should Landlord be in default under any of the terms of this Lease, Tenant shall give Landlord prompt written notice by certified or registered mail thereof, and Tenant shall allow Landlord a reasonable time, not less than thirty (30) days, in which to cure or to commence to cure said default. Landlord shall diligently prosecute said cure of default to completion. 53. Assignment and Subletting. Tenant may not assign the Leased Premises without the written consent of Landlord. In the event Landlord consents to a proposed sublease or assignment, Tenant shall remain liable under this Lease. 54. Surrender of Premises and Holding Over. At the expiration of the tenancy created hereby, Tenant shall surrender the Leased Premises in the same condition as when delivered to Tenant, reasonable wear and tear excepted, damage by avoidable casualty excepted to the extent that the same is covered by Landlord's fire insurance policy with extended coverage endorsement, and Tenant shall further surrender to Landlord all keys for the Leased Premises at the place then fixed for the payment of rent. Tenant shall further inform Landlord of all combinations to locks, safes, and vaults, if any, in the Leased Premises. Tenant shall remove all its trade fixtures as hereinbefore specified, before surrendering the Premises and shall repair any damage to the Premises caused thereby. Tenant's obligation to observe or perform this covenant shall survive the expiration or other termination of this Lease. If Tenant shall default in surrendering the Premises hereunder, Tenant's occupancy subsequent to such expiration whether or not with the consent or acquiescence of Landlord, shall be deemed a tenancy at will, and in no event a tenancy from month to month, year to year, and it 19 shall be subject to all the terms, covenants, and conditions of this Lease applicable thereto, and no extension or renewal of this Lease shall be deemed to occur by such holding over. Tenant will pay as liquidated damages double rent for the entire holdover period, and will pay all attorney's fees and expenses incurred by Landlord in enforcing its rights hereunder. No holding over by Tenant after the terms of this Lease shall operate to extend this Lease for a longer period than one month; and holding over with the consent of Landlord in writing shall thereafter constitute this contract a Lease from month to month. The foregoing provisions of this Paragraph 55 are in addition to and do not affect Landlord's right of re-entry or any other rights of Landlord hereunder or as otherwise provided by law. 55. Entire and Binding Agreement. This Shopping Center Lease contains the entire agreement of the parties hereto, and may not be modified other than by their express, written, mutual consent. The terms and conditions, and provisions of this Lease shall inure to the benefit of and shall likewise bind the parties, their agents, successors, assigns and sub -tenants. 56. Relationship of the Parties. Nothing herein contained shall be deemed or construed as creating the relationship of principal and agent or of partnership or joint venture between the parties hereto; it being understood that neither the method of computing rent nor any other provisions contained herein nor any acts of the parties hereto shall be deemed to created any relationship between the parties other than that of Landlord and Tenant. 57. Provisions Severable. If any term or provision of this Lease or the application thereof to any person or circumstance be invalid or unenforceable, the remainder of this Lease, including the subject term or provision as can be validly applied to other persons or circumstances, shall not be affected thereby, and such term shall be enforced to the fullest extent permitted by law. 58. Captions. The captions contained herein are for convenience only, and shall not be deemed part of this Lease, or construed as in any manner limiting or amplifying the terms and provisions herein. 59.Disclaimer of Warranties. Tenant acknowledges that no representations or warranties have been made by Landlord or any Agent or employee on behalf of Landlord with respect to the Demised Premises or existence of prospects, or other tenants in 20 the Shopping Center, unless specifically provided in this Lease, and that Tenant has not relied upon any statement of Landlord or any Agent or employee of Landlord, as to the present or future occupancy of other stores in the Shopping Center, or as to the financial success of Tenant's store, in entering into this Lease. 60. Extension of Lease Term. Provided Tenant shall not be in default of any of its duties, obligations and undertakings to be performed by it hereunder (including but not limited to the payment of rent and/or additional rent), Tenant shall have the right and option to extend the term of this Lease for one three year option. Tenant shall exercise these renewal options by written notice to Landlord stating its intention to exercise said option; and notice shall be sent to Landlord at least six months prior to the end of the initial term of any extension period. Rent during the option period shall increase by 40 of the prior year's base rent. 61. Exhibits. All Exhibits attached hereto are incorporated herein as though fully set forth and shall be considered a part of this Lease. 62. VENUE. Notwithstanding anything to the contrary herein, the parties do hereby agree that any and all matters which result in litigation shall be filed in Monroe County and the parties designate Monroe County, Florida for purposes of venue in all matters arising by reason of this lease or any default or enforcement of any rights thereunder. 63. PUBLIC ENTITY CRIME. By signature below, landlord warrants that he has not been placed on the convicted vendor list following a conviction for public entity crime and is on notice that anyone or any entity placed on such a list may not submit a bid on a contract to provide any goods or services to a public entity, may not submit a bid on a contract with a public entity for the construction or repair of a public building or public work, may not submit bids on leases of real property to public entity, may not be awarded or perform work as a contractor, supplier, subcontractor, or consultant under a contract with any public entity, and may not transact business with any public entity in excess of the threshold amount provided in Section 287.017, for CATEGORY TWO for a period of 36 months from the date of being placed on the convicted vendor list. 21 •.+ eo secUM:MUNNUE GUUNTY A'1'"IY OFFICE ID:30S2::123S1G r wu i i �,.. ......,r- PAGE IN WITNESS WHEREOF, Landlord and Tenant have duly executed this Lease as of the day and year first above written, each acknowledging receipt of an executed copy hereof. L4NDLORD. TENANT.- MONROE COUNTY BOARD OF COUNTY BY COMMISSIONERS MICHAEL H. WEISSER BY MAYOR, MONROS COZJN'TY ATTEST:Clerk, Danny L. Kolhage BY Deputy Clerk APPROVED AS TO FO AND AL SUFFICI 8 ZANN ON STATE OF FLORIDA o�� / o3 COUNTY OF DADE I, Notary Public in and for the State and County aforesaid, do hereby certify that MICHAEL H. WBISSBR, whose name as such is signed to the foregoing instrument before me, subscribed, swore to and acknowledged the due execution of the foregoing instrument on this day of d 2003. NOTARY PUBLIC My Commission Expires: STATE OF COUNTY OF I, Notary Public in and for the County 22, and State aforesaid, hereby certify that signed to the foregoing instrument, has 1 whose name as is acknowledged thatuch he is a duly authorized officer of and that authority has been duly given, and as the act of the' corporation, the foregoing instrument was subscribed, sworn to, sealed, delivered and acknowledged for the purposes expressed therein on this day of , 2003. NOTARY PUBLIC My Commission Expires: 23 EXHIBIT B RULES AND REGULATIONS 1. Lessor agrees to furnish Lessee two keys without charge. Additional keys will be furnished at a nominal charge. Lessee shall not change locks or install additional locks on doors without prior written consent of Lessor. Lessee shall not make or cause to be made duplicates of keys procured from Lessor without prior approval of Lessor. All keys to leased premises shall be surrendered to Lessor upon termination of this Lease. 2. Lessee will refer all contractors, contractor's representatives and installation technicians rendering any service on or to the leased premises for Lessee to Lessor for Lessor's approval before performance of any contractual service. Lessee's contractors and installation technicians shall comply with Lessor's rules and regulations pertaining to construction and installation. This provision shall apply to all work performed on or about the leased premises or project, including installation of telephones, telegraph equipment, electrical devices and attachments and installations of any nature affecting floors, walls, woodwork, trim, windows, ceilings and equipment of any physical portion of the leased premises or project. 3. Lessee shall not at any time occupy any part of the leased premises or project as sleeping or lodging quarters. 4. Lessee shall not place, install or operate on the leased premises or in any part of the building any engine, stove or machinery, or conduct mechanical operations or cook thereon or therein, or place or use in or about the leased premises or project any explosives, gasoline, kerosene, oil, acids, caustics, or any flammable, explosive or hazardous material without written consent of Lessor. 5. Lessor will not be responsible for lost or stolen personal property, equipment, money or jewelry from the leased premises or the project regardless of whether such loss occurs when the area is locked against entry or not. 6. No dogs, cats, fowl or other animals shall be brought into or kept in or about the leased premises or project. 7. None of the parking, plaza, recreation or lawn areas, 24 entries, passages, doors, elevators, hallways or stairways shall be blocked or obstructed or any rubbish, litter, trash, or material of any nature placed, emptied or thrown into these areas or such area used by Lessee's agents, employees or invitees at any time for purposes inconsistent with their designation by Lessor. 8. The water closets and other water fixtures shall not be used for any purpose other than those for which they were constructed, and any damage resulting to them from misuse or by the defacing or injury of any part of the building shall be borne by the person who shall occasion it. No person shall waste water by interfering with the faucets or otherwise. 9. No person shall disturb occupants of the building by the use of any radios, record players, tape recorders, musical instruments, the making of unseemly noises or any unreasonable use. 10. Nothing shall be thrown out of the windows of the building or down the stairways or other passages. 11. Lessee and its employees, agents and invitees shall park their vehicles only in those parking areas designated by Lessor. Lessee shall furnish Lessor with state automobile license numbers of Lessee's vehicles and its employees' vehicles within five days after taking possession of the leased premises and shall notify Lessor of any changes within five days after such change occurs. Lessee shall not leave any vehicle in a state of disrepair (including without limitation, flat tires, out of date inspection stickers or license plates) on the leased premises or project. If lessee or its employees, agents or invitees park their vehicles in areas other than the designated parking areas or leave any vehicle in a state of disrepair, Lessor, after giving written notice to Lessee of such violation, shall have the right to remove such vehicles at Lessee's expense. 12. Parking shall be in compliance with all parking rules and regulations including any sticker or other identification system established by Lessor. 13. Lessee agrees to cooperate and assist Lessor in the prevention of canvassing, soliciting and peddling within the building or project. Lessee shall not solicit business, distribute handbills or other advertising matters or hold demonstrations in the parking, plaza or common areas. 25 14. Lessor reserves the right to exclude from the shopping center during all hours in which the shopping center is closed, all persons who are not known to the shopping center security personnel and who do not present a pass to the building signed by the Lessee. Each Lessee shall be responsible for all persons for whom he supplies a pass. 15. Lessee shall keep the leased premises, store fronts, sidewalks, serviceways and loading areas adjacent to the leased premises neat, clean, and free from garbage. Lessee shall store all trash and garbage within the areas designated by Lessor for such trash storage and only in receptacles of the size, design and color from time to time prescribed by Lessor. Removal of garbage and trash shall be made only in the manner and areas and at the times from time to time prescribed by Lessor. 16. Lessee shall maintain and keep operational all electric signs within display areas at all times prescribed by Lessor for the shopping center. 17. Lessee shall not place goods, wares or merchandise or other articles in any vestibule or entry into the leased premises without Lessors prior written consent. 18. It is Lessors desire to maintain in the shopping center the highest standard of dignity and good taste consistent with comfort and convenience for Lessees. Any action or condition not meeting this high standard should be reported directly to Lessor. Your cooperation will be mutually beneficial and sincerely appreciated. Lessor reserves the right to make such other and further rules and regulations as in its judgment may from time to time be necessary for the safety, care and cleanliness of the leased premises and for the preservation of good other therein. 26 EXHIBIT C SIGN CRITERIA 1.All applications for sign approvals shall be submitted to the Landlord for approval prior to permitting sign fabrication. A Sign Approval consists of a hotoco Lease Face page attached to an exact, or scale drawingoofthe the sign. 2.One sign allowed for each storefront limited to trading name. A mark or symbol (logo) no larger than 18" in diameter or 18" square may be added upon Landlord approval. 3.Signs shall consist of architectural lettering only. 4.All signs shall be located on the sign panel on the mansard above the street and shall be illuminated lettering. The color shall be as designated by the Landlord; no other color will be allowed. 5. There shall be no flashing signs, audible signs, moving signs, product description signs, rice signs, discount signs, paper signs, suspended under canopy signs, exposed neon signs, painted signs, or newspaper advertising attached to any storefront windowglass other than that provided by Landlord. 6. No roof/canopy mount signs, pole/pylon signs or trailer signs will be allowed at any time. 7.All openings for conduit and sleeve in sign panel of building wall must be shown on submitted drawings. 8.At Landlord's sole discretion, professionally lettered signs will be allowed if they hang from Tenant ceiling no closer than 41, in any storefront window glasses. 9. Tenant shall be permitted to have a sign under canopy, which sign shall be approved in writing by Landlord before installation. 1O.Letter size is fixed at 18 inches height and shall be single line. 27 EXHIBIT D STANDARD/RETAIL TENANT RESPONSIBILITY 1. Tenant's Construction: (a) Comply with existing Code for building permits. (b) Non-combustible materials must be used above ceiling. (c) Mezzanines not permitted unless approved by Landlord. (d) Plastered or drywalls, or their equivalent finish, required throughout the sales area. Any exposed studs in storeroom area will be finished with drywall or its equivalent. Paint and decorate interior of Demised Premises. (e) Provide all partitions. (f) Provide all floor coverings. (g) Provide drywalls to finish enclosing walls of metal studs. (h) All cutting and patching of the roof area required for installation of air conditioning and ventilation systems, Plumbing or utilities shall be paid by the Tenant. However, in all cases said work shall be performed by the Landlord's contractor roofing subcontractor. (i) Provide all utilities, plumbing, electric and telephone as well as other Tenant requirements under the floor slab and other areas within the store buildings and pay for hook-up charges and connection. (j) Tenant shall furnish information to Landlord's architect for its requirements for lights and power, and its estimated load. (k) Provide fire extinguishers, which may be required. (1) Tenant shall furnish, install and connect trade fixtures as required by Tenant's merchandising layout, which fixtures shall be new, unless otherwise approved in writing by Landlord. 2.All work other than that specifically agreed to in writing to be performed by Landlord shall be performed by Tenant, at Tenant's sole cost and expense, and in accordance with the plans and specifications of Tenant's work in Exhibit " C,, Tenant shall prepare and submit to Landlord for approval, within thirty (30) days from the date of this Lease, three complete sets of preliminary plans, drawings and specifications covering Tenant's work, prepared in m conformity with the applicable provisions of Exhibit " C " If Landlord or Landlord's architect notified Tenant of any objections to such plans, drawings, and specifications, Tenant shall make the necessary revisions to Landlord's reasonable satisfaction and promptly resubmit the same after such notice Landlord's approval will be evidenced by endorsement to that effect on two sets of the preliminary plans, drawings, and specifications, one set to be retained by Landlord and one set by Tenant. Within thirt after Landlord's approval of the preliminaryy (30) days ns drawings, and specifications, Tenant shall deliver, to Landlord three complete sets of working plans, drawings and specifications, each of which sets shall have been initialed by Tenant, thereby evidencing Tenant's approval thereof. Landlord shall notify Tenant of the manner, if any, in which said working plans, drawings, and specifications as submitted to Tenant fail to conform with said preliminary plans, drawings, and specifications and with the applicable provisions of Exhibit " C '' Tenant shall revise or correct said working plans, drawings, and specifications to Landlord's reasonable satisfaction and promptly submit such revisions or correction to Landlord similarly initialed. Landlord's approval will be evidenced by endorsement to that effect on one set of the working drawings and specifications and the return of such signed set to Tenant. 3. Commencement of Tenant's Work: Tenant shall expeditiously commence construction of Tenant's work at a time and in a manner which will not interfere with completion of Landlord's work and will perform and complete Tenant's work in compliance with such reasonable rules and regulations as Landlord and its architect or contractor may make (provided that Tenant shall have been given notice thereof) and in accordance with all applicable laws, orders, regulations and requirements of all governmental authorities and Board of Fire Underwriters having jurisdiction. Tenant's work shall be commenced within thirty (30) days after the last of the following to occur ("Tenant Construction Commencement Date'') (i) Landlord's approval of Tenant's working plans, drawings, and specifications, and (ii) Landlord's noticeto Tenant that the Demised Premises will, within thirty (30) days after said notice, be substantially completed (except for finishing operations or items of work necessarily awaiting the performance of Tenant's work) to the extent reasonably required that Tenant's work can be commenced. Tenant's work shall be performed in accordance with the approved working plans, drawings and specifications and 29 Exhibit " C " and shall be substantially completed within the number of days set forth on the Lease for completion of Tenant's work; and Tenant shall open the Demised Premises for business as set forth in the Lease. 4. Construction Schedule: Time is of the essence with respect to the performance by Tenant of each of the provisions concerning construction and the opening of the Demised Premises for business. If Tenant fails or omits to make timely submission to Landlord of its plans, drawings, or specifications or unreasonably delays in submitted or supplying information or in giving authorization or in performing or commencing to perform or completing Tenant's work or unreasonably delays or interferes with the performance of Landlord's work, Landlord, in addition to any other right or remedy it may have at law or in equity, pursue any one or more of the following remedies :y give Until (a) may Tenant shall have commenced Tenant's work, Landlord (ma Tenant at least ten (10) days written notice that if a specified failure, omission or delay is not cured by the date therein stated, this Lease shall be deemed cancelled and terminated; and if such notice shall not be complied with this Lease shall on the date stated in such notice, ipso facto be cancelled and terminated without prejudice to Landlord's rights hereunder; or (b) Landlord may after written notice of intention to do so at Tenant's cost and expense including, without limitation, all expenses for such overtime as Landlord's architect may deem necessary, proceed with the completion of any such plans, drawings or specifications of Tenant's work, as the case may be, and such performance by Landlord shall have the same effect hereunder as if the desired plans, drawings, specifications, information, approval, authorization work or other action by Tenant had been done as herein required; and Landlord may require Tenant to pay to Landlord, as additional rent hereunder, the full cost to Landlord of completing the Demised Premises in accordance with the terms of this Lease over and above what would have been such cost had there been no such failure, omission, or delay; and, alternatively Landlord may give written notice of Tenant hn (c) ing that such a notice is not required hereunder) othat thelease term will be deemed to have commenced on the date to be therein specified when the same would have commenced if Tenant had made timely submission or supply of plans, drawings, specifications, estimates, or other information or approval of any thereof, and on and after the date so specified, Landlord shall be entitled to be paid on the 30 terms as agreed the Minimum Annual Rent and any other rents and charges which are payable under this Lease by Tenant during the Lease Term. In exercising any of the foregoing remedies set forth in (a), (b) or (c), Landlord shall be entitled to retain and have recourse to any, if any, bond, escrow deposit, advance rent or Deposit previously deposited by Tenant under this Lease. 5.Obligations Before Lease Commences: Tenant shall perform promptly such of its obligations under this Lease including without limitation its obligation to pay charges for temporary water heating cooling and lighting pursuant to Exhibit " C " from the date upon which the Demised Premises availableare made when Tenantcommenced tonperform its said work ant for its work ( or from the date until the actual commencement of the lease term linethe lsame manner as though the lease term began when the Demised Premises were so made available to Tenant or when Tenant commenced performing its said work if earlier. 6. Completion of Tenant's Work. Upon completion of Tenant's work and prior to Tenant opening the premises for business Tenant shall (a) deliver to Landlord an affidavit by Tenant stating that Tenant work has been substantially completed in accordance with Exhibit " C ", which shall include a detailed breakdown of Tenant's final and total construction costs together with receipted invoices showing payment thereof or Tenant may deliver an affidavit from Tenant's construction manager or other officer that all bills for labor and materials furnished to the Demised Premises have been paid, in lieu of a detailed breakdown of Tenant's total and final construction costs together with receipts and which affidavit shall also state the names and addresses of all those in privity with such general contractor and it is understood that any deliberately false statement by Tenant therein shall constitute a breach of this Lease, and (b) the affidavit of the officer of Tenant shall state that Tenant's work has been substantially completed in accordance with Exhibit " C " that all subcontractors, sub - subcontractors, laborers and materialmen su 1 in labor or materials for Tenant's work have been paid pp full and that all liens therefore that have been or might be filed have been discharged of record or waived, and that no security interests relating thereto are outstanding, and (c) deliver to Landlord written certifications and approvals with respect to Tenant's work and its right to use and occupy the Demised Premises that may be required for any government 31 authority, Landlord's mortgages and any Board of Fire Underwriters or similar body, and (d) furnish to Landlord the insurance required by this Lease. 7. Ownership of Improvements: Without limiting any other similar provisions contained elsewhere in the Lease, all installations, additions, betterments or improvements in or upon the Demised Premises made by either party, including without limitation all pipes, ducts, conduits, wiring, paneling, partitions, railings, mezzanine floors galleries and the like shall become the property of Landlord and shall remain upon and surrendered with the Demised Premises as part thereof at the expiration or sooner termination of the lease term. SWORN STATEMENT UNDER ORDINANCE NO. 10-1990 MONROE COUNTY, FLORIDA ETHICS CLAUSE not employed, retained or otherwise hadwact aonshis/itsthatebehalfs any former County officer or employee in violation of Section 2 of Ordinance No. employee in violation of Se10-1990 or any County officer or ction 3 of Ordinance No. 10-1990. For breach or violation of this provision the County may, in its discretion, terminate this contract without liability and may 32 also, in its discretion, deduct from the contract or purchase price, or otherwise recover, the full amount of any fee, commission, percentage, gift, or consideration paid to the former County officer or employee. Michael H. Weisser (signature) Date: STATE OF COUNTY OF PERSONALLY APPEARED BEFORE ME, the undersigned authority, who, after first being sworn by me, affixed his/her signature (name of individual signing) in the space provided above on this day of 19 NOTARY PUBLIC My commission expires: OMB - MCP FORM #4 33 BOARD OF COUNTY COMMISSIONERS AGENDA ITEM SUMMARY MEETING DATE: FEBRUARY 19, 2003 DIVISION: COMMUNITY SERVICES BULK ITEM: YES DEPARTMENT: LIBRARY AGENDA ITEM WORDING: Approval of lease between the Monroe County Board of Commissioners and MHW Properties, Inc., for additional space in the Big Pine Key Shopping Center for the Big Pine Key Branch Library expansion. ITEM BACKGROUND: The Gallery in the space adjacent to the Library has agreed to move into the next space, making their current site available for use by the Library. The shopping center owner has agreed to this move. PREVIOUS RELEVANT BOCC ACTION: The BOCC approved the Lease Buy Out Agreement with the Lower Keys Artists Network, Inc., at their meeting on December 18, 2002, to facilitate this move. CONTRACT/AGREEMENT CHANGES: N.A. STAFF RECOMMENDATION: Approval TOTAL COST: $ 12,987.92 for the balance of FY2003 BUDGETED: No COST TO COUNTY: $ 0 Moneys to come from the State Aid to Libraries Grant already awarded REVENUE PRODUCING: AMOUNT PER MONTH /YEAR: APPROVED BY: County Attorney OMB/Purchasing Risk Management DIVISION DIRECTOR APPROVAL J MES E. MALLOCH, Division Director DOCUMENTATION: Included To Follow X Not Required AGENDA ITEM # DISPOSITION: