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Item R05 �s R.5 r`, County of Monroe �y,4 ' �, "tr, BOARD OF COUNTY COMMISSIONERS County �a� Mayor Michelle Coldiron,District 2 �1 nff `ll Mayor Pro Tem David Rice,District 4 -Ile Florida.Keys Craig Cates,District 1 Eddie Martinez,District 3 w Mike Forster,District 5 County Commission Meeting August 18, 2021 Agenda Item Number: R.5 Agenda Item Summary #5688 BULK ITEM: Yes DEPARTMENT: County Attorney's Office TIME APPROXIMATE: STAFF CONTACT: Patricia Eables (305)292-3477 N/A AGENDA ITEM WORDING: Approval of a Lease Cancellation, Release, and Termination Agreement with Lessee, Key Marina Development, LLC, and Sub-Lessee,Florida Keys Quality Foods, Inc., regarding the "Mandalay" property on Second Avenue in Key Largo, which would terminate the Right-of-Way Lease between the parties approved October 18, 2017. ITEM BACKGROUND: The County, in its capacity as the Lessor, approved a Right-of-Way Lease Agreement and Consent to Assignment of Lease ("ROW Lease"), with Key Marina Development, LLC, as Lessee, ("Key Marina"), and Florida Keys Quality Foods, Inc., as Sub- Lessee, ("Quality Foods"), on October 18, 2017, which was subsequently recorded in the Official Records of Monroe County. If this Agreement is approved by the BOCC, staff recommends that it also be recorded in the Official Records. This Lease involves a small historic encroachment upon the Second Avenue public right-of-way in Key Largo, on which a restaurant building sits in the County right-of-way. The restaurant was operated by Quality Foods as the Lessee of Key Marina under their own Lease. The 2017 ROW Lease had also included a Consent to Assignment of the Lease to Quality Foods so it could continue operation of the restaurant. Key Marina is the owner of the contiguous property. There had been an initial ongoing Lease of this same small area of the public right-of-way beginning in 1997, with other predecessors in interest. Key Marina is developing the entire site, known as the "Mandalay property" on which the encroaching building is located. The County entered into the aforementioned 2017 ROW Lease, which would allow Lessee to retain the historic structure in its current location during the redevelopment of its property. The Lease in Paragraph 23.c. provides that should the buildings, which extend onto the leased Premises, be substantially damaged and cannot be repaired but must, pursuant to law, be removed or replaced by structures meeting the laws in existence at the time, that this ROW Lease shall be automatically terminated. The encroaching structure was substantially damaged in Hurricane Irma. The Monroe County Building Dept. determined in August 2019 that the buildings were uninhabitable and unsafe and ordered that the structures be completely demolished. The Building Dept. Floodplain Division also determined that the buildings were nonconforming with the current elevation and construction regulations and due to the sustained damage were subject to the Substantial Improvement/Substantial Damage regulations, i.e. the 50% Packet Pg. 2176 R.5 rule and denied the Key Marina permit application. Key Marina initially appealed both decisions, but the appellate decisions were in favor of the County and Key Marina subsequently voluntarily dismissed its appeals. So, all appeal processes have now been exhausted. Based on the terms of the Lease and the structure damage, this item seeks BOCC approval of a Right-of-Way Lease Cancellation, Release, and Termination Agreement. This termination would also include withdrawal of the former Consent to Assignment of the ROW Lease. As a result, the Second Avenue public right-of-way would be returned to its original state without the intrusion of any structures or other obstructions once the Lessee and Sub-Lessee's property is removed thereon. Lessee has informed the Building Department it intends to build within the boundaries of its own property and thus alleviate the need for any future lease on this small strip of land. Under the terms of the Lease, Lessee paid $406.26 per month as a rental fee for a total of$4,875.00 annually. Lessee had agreed to initially pay the first three years of the seven year term up front in the amount of$14,625.00 and to waive any rights to this advance rental payment. The second rental payment of $9,750.00 for the next two year increment was due on or before April 11, 2020, for a term ending on April 10, 2022. This rental payment has not yet been paid by Lessee nor Sub- Lessee. This Lease Termination also includes a provision that if Lessee and Sub-Lessee fail to perform any obligation in the Lease Termination Agreement or the ROW Lease, then they shall be required to pay the outstanding rental fee. However, if Lessee and Sub-Lessee timely vacate the Premises within thirty (30) days of the approval of this Agreement, if not sooner, and remove all structures, the County will waive the outstanding rental fee. PREVIOUS RELEVANT BOCC ACTION: October 18, 2017 BOCC approved a new Right-of-Way Lease Agreement with Key Marina Development, LLC, and Consent to Assignment of Lease to Florida Keys Quality Foods, Inc. CONTRACT/AGREEMENT CHANGES: Right-of-Way Lease Cancellation, Relase, and Termination Agreement of current Lease regarding "Mandalay property In Key Largo. STAFF RECOMMENDATION: Approval. DOCUMENTATION: Lease Cancellation, Release & Termination Agreement(proposed final)(003) legal stamped RECORDED ROW LEASE CONSENT TO ASSIGN (MANDALAY) BOCC 10 18 17 (N3) FINANCIAL IMPACT: Effective Date: August 18, 2021 Expiration Date: To vacate Premises within 30 days of August 18, 2021,if not sooner. Packet Pg. 2177 R.5 Total Dollar Value of Contract: N/A Total Cost to County: Current Year Portion: Budgeted: Source of Funds: CPI: Indirect Costs: Estimated Ongoing Costs Not Included in above dollar amounts: Revenue Producing: No If yes, amount: Grant: County Match: Insurance Required: N/A Additional Details: This Lease Termination will end the rental payments due under the Original Lease approved on October 18, 2017. If Termination is approved and Lessee and Sub-Lessee timely vacate the Premises, the current rental payment that was due on or before April 11, 2020, in the amount of$9,750.00, would be waived. REVIEWED BY: Patricia Eables Completed 08/10/2021 2:23 PM Bob Shillinger Completed 08/10/2021 4:20 PM Budget and Finance Completed 08/10/2021 4:29 PM Maria Slavik Completed 08/10/2021 4:42 PM Liz Yongue Completed 08/10/2021 4:44 PM Kathy Peters Skipped 10/06/2020 11:35 AM Board of County Commissioners Pending 08/18/2021 9:00 AM Packet Pg. 2178 R 5.a RIGHT-OF-WAY LEASE CANCELLATION, RELEASE, AND TERMINATION AGREEMENT 0 This RIGHT-OF-WAY LEASE CANCELLATION, RELEASE, AND TERMINATION AGREEMENT ("Agreement") is made and entered into on this 18th day of August, 2021, by and between, MONROE COUNTY, a political subdivision of the State of Florida, whose address is 1100 Simonton Street, Key West, Florida 33040, ("Lessor" or "County"), on its own behalf and on behalf of all other persons or entities having an interest as Lessor under that certain Right-of-Way Lease Agreement and Consent to Assignment of Lease dated October .2 18,2017,(the"ROW Lease")demising certain leased premises described therein,on property located in the Monroe County Right-of-Way on Second Avenue,City of Key Largo,County of Monroe, State of Florida, (the "Premises"), and KEY MARINA DEVELOPMENT, LLC, a Florida Limited Liability Company, whose principal address is 52 Riley Road, Unit 155, Celebration, Florida E 34747 ("Lessee" or "Key Marina"), for its own behalf and on behalf of all of its predecessors-in- interest in the ROW Lease and all other persons or entities having an interest as Lessee under the ROW Lease, and FLORIDA KEYS QUALITY FOODS, INC., a Florida corporation,whose principal address is 125 Milano Drive, Islamorada, Florida 33036, ("Sub-Lessee" or "Quality Foods"), for its own behalf and on behalf of all of its predecessors-in-interest in the ROW Lease and all other persons or entities having an interest as Sub-Lessee under the ROW Lease. WHEREAS,there exists upon the Second Avenue public right-of-way of Monroe County, an historic encroachment of a concrete building and a frame building, existing since 1944 and the early 1960's respectively (the `Buildings"), with said buildings having been owned by the owner 0 of the contiguous property to the County right-of-way. WHEREAS, the Board of County Commissioners ("BOCC") had approved the aforementioned ROW Lease Agreement dated October 18, 2017, between the County, as Lessor and Lessee, for the lease of a portion of the Monroe County right-of-way on Second Avenue, in Key Largo, Florida, as more particularly described in Exhibit"B"to the ROW Lease. Said ROW Lease is recorded in the Official Records of Monroe County, Florida, at Book 2877, Page 1916. c The County had initially leased ten (10) feet of the County right-of-way, the land also at issue in this ROW Lease, in November 12, 1997, to a predecessor in interest, Canalis Holding E Corporation. The initial 1997 Lease was for a term of twenty (20)years from December 1, 1997, until November 30, 2017. The 1997 Lease was subsequently assigned to various entities over the years until Key Marina became the successor in interest when it acquired the contiguous property on October 21, 2013. WHEREAS, the BOCC also consented on October 18, 2017, to the sub-lease of the Premises to Quality Foods, as the Sub-Lessee, as it was the current tenant of Key Marina, operating a restaurant on the Premises in the subject Buildings at the time of the approval of the ROW Lease. , WHEREAS,the County had also previously entered into a Development Agreement, with Ocean Sunrise Associates, LLC, another predecessor in interest,which was approved by the BOCC by Resolution 493-2007, on November 14, 2007, with all rights and obligations with regard to the leased Premises set forth in the Development Agreement ("Development Agreement"). Key Marina, as the owner of the contiguous property, is the current predecessor in interest to the rights and obligations of the Development Agreement, as outlined in the Key Marina Development, LLC E Major Conditional Use at Mandalay Proposed Site Plan approved by the Monroe County Planning 1 Packet Pg. 2179 R 5.a Commission on January 27, 2017, as part of its Resolution No. P34-16. WHEREAS, on September 10, 2017, the Buildings suffered extensive damage when Hurricane Irma came through the Florida Keys. As a result of that damage, Key Marina initiated an application process with the Monroe County Building Department to repair the Buildings. CL WHEREAS, on August 6, 2019, the Monroe County Building Department, Floodplain Division, determined that the storm damaged Buildings were nonconforming with current elevation and construction regulations, and therefore would be subject to Substantial Improvement/Substantial Damage regulations, more commonly known as the 50% rule. The Key Marina pending application for a building permit was therefore denied by the Building Department. Lessee initiated an appeal of this decision with the Division of Administrative Hearings. Key Marina subsequently voluntarily dismissed the administrative appeal on January 13, 2021,prior to the appeal being heard. All other appeal processes have now been exhausted. WHEREAS, on August 16, 2019, the Monroe County Building Department determined that the storm damaged Buildings were uninhabitable, unsafe and non-homesteaded pursuant to E Sec. 6-27 of the Monroe County Code of Ordinances and subject to the Monroe County Code y Compliance Unsafe, Unoccupied, and Non-Homestead, Uninhabitable Structure Removal Procedure authorized by the Board of County Commissioners on June 15, 2011. An Order to Demolish Uninhabitable, Unoccupied, and Non-Homestead Structure was issued on August 16, 2019. Compliance with that determination was to be achieved by demolishing the Buildings,which included the outside awning, slab, and foundation, immediately. An appeal of that decision by the herein Lessee was later denied by the Monroe County Construction Board of Adjustment and Appeals ("CBAA") on March 11, 2020, affirming the Building Department's Unsafe Structure Declaration and Demolition Order Letter. Key Marina appealed the CBAA decision to the Circuit 0 Court of the Sixteenth Judicial Circuit in Monroe County, Florida. Lessee, Key Marina, subsequently filed its Notice of Voluntary Dismissal of the Circuit Court Appeal on January 4, 2021. All other appeal processes have also now been exhausted as to this determination. E WHEREAS, Lessee, has informed the Monroe County Building Department, of its , intention to reconfigure the design plan in order to build any new structures within the boundaries of its own property, thus alleviating the need to utilize the Monroe County right-of-way. c WHEREAS,the ROW Lease provides in Paragraph 23.c. that"should the buildings which extend onto the leased Premises be substantially damaged for any reason and cannot be repaired but must,pursuant to law,be removed and replaced by structure(s)meeting laws in existence at the 06 time of such occurrence, this ROW LEASE shall be automatically terminated." WHEREAS, Lessor, Lessee, and Sub-Lessee have now agreed that the ROW Lease shall be cancelled and immediately terminated pursuant to the terms of the ROW Lease, in consideration of the mutual covenants set forth below,and in accordance with the terms and conditions set forth herein. o 1. Recitals Incorporated. The foregoing recitals are incorporated herein by reference into this agreement as though set forth at length. ti 2. Lease Term. The initial term of the ROW Lease was to expire and to be deemed terminated and cancelled effective on April 10, 2024,unless it was renewed pursuant to the terms of Paragraph 2 of the ROW Lease, or terminated earlier under other provisions of the ROW Lease (the a "Expiration Date"). Except as modified herein,the ROW Lease currently remains unmodified and in 2 Packet Pg. 2180 R 5.a full force and effect. 3. Security Deposit. The parties acknowledge that neither Lessee,nor Sub-Lessee,have any security deposit being held in escrow with the Lessor. 4. Lease Rental Fees. Pursuant to the terms of the ROW Lease, Lessee was to pay the sum of Four Hundred Six and 25/100 ($406.25) Dollars per month for a total of Four Thousand Eight Hundred Seventy-five and 00/100 ($4,875.00) Dollars annually. Lessee had agreed to pay in advance the sum of Fourteen Thousand Six Hundred Twenty-five and 00/100 ($14,625.00) Dollars as payment in full for the initial three (3) years of the seven (7) year term of the ROW Lease, from April 11, 2017, through April 10, 2020. Thereafter, Lessee was to pay the remaining annual rental .2 payments in two-year increments on or before the annual renewal date of the ROW Lease. Lessee had tendered its check for the initial three(3)years on October 7,2017. The second rental installment due for the two-year increment of April 11,2020,through April 10,2022,was due on or before April 11, 2020, in the amount of Nine Thousand Seven Hundred Fifty and 00/100 ($9,750.00) Dollars. E Neither Lessee,nor Sub-Lessee,have paid this second rental installment payment. Under the terms of the ROW Lease, the Lessee had waived any and all rights to any advance rental payment it had paid for any remaining rental fee which may not yet be due under the terms of the ROW Lease. 5. Lease Termination. Notwithstanding the foregoing, if, on or before the Expiration Date, Lessee and Sub-Lessee vacate the Premises and leave such Premises in reasonably good condition and repair and otherwise in such condition as is required under Paragraph 7 below and under the ROW Lease with respect to surrender of the Premises at the end of the term of such ROW Lease, then,in such event, as of the date that Lessee and Sub-Lessee so vacate the Premises (such date being 0 the"Termination Date"),(i)the ROW Lease shall be deemed terminated and cancelled with the same effect as if such date were the normal expiration date of the ROW Lease; and(ii)no party shall have any claim against the other, and each party releases the other from any and all claims, liabilities, damages, or actions of any kind whatsoever arising out of or pursuant to the ROW Lease or Lessee or Sub-Lessee's use or occupancy of the Premises based upon this ROW Lease. Notwithstanding any provision in the ROW Lease or in this Agreement, if for any reason Lessee or Sub-Lessee fail to perform any obligation hereunder or under the ROW Lease,including,without limitation,Lessee and Sub-Lessee's obligations to vacate the Premises and leave such Premises in reasonably good r_ condition and repair and otherwise in such condition as is required under Paragraph 7 below, on or E before the Expiration Date,then,in such event,the County shall require Lessee to pay the outstanding rental payment which was due on or before April 11, 2020, for the two-year increment of April 11, 2020, through April 10, 2022. In any event, Lessee and Sub-Lessee shall vacate the Premises and have the Buildings, including the outside awning, slab, foundation, and any of its other property, removed from the County right-of-way within thirty (30) days of the approval of this Agreement by the BOCC, if not sooner. 6. Compliance with Obligations. Lessee and Sub-Lessee shall be responsible for all obligations of Lessee and/or Sub-Lessee under the ROW Lease through and including the ti Termination Date,including,without limitation,Lessee's obligation to pay monthly rent,taxes,utility charges, and all other amounts and charges owing under the ROW Lease. 7. Condition of Premises. On or before the Termination Date, Lessee and Sub-Lessee shall remove all of its trade fixtures and personal property; repair all damage to the Premises caused 3 Packet Pg. 2181 R 5.a by such removal; vacate the Premises and leave such Premises in reasonably good, clean condition and repair, and otherwise in such condition as is required under the ROW Lease with respect to surrender of the Premises at the end of the term of such ROW Lease. 0 8. Mutual Release. By this Agreement, effective on the Termination Date and so long 0. as no parry shall be in default under its obligations hereunder, each parry hereto releases the other parry hereto from all claims, demands, damages,rights, liabilities, and causes of action of any nature whatsoever,whether at law or equity,known or unknown,suspected or unsuspected,which are related or in any manner incidental to the ROW Lease or the leased Premises and which first arise out of transactions and occurrences from and after the Termination Date. Each parry waives and relinquishes any right or benefit which it has or may have under applicable law regarding waiver of unknown claims to the full extent that it may lawfully waive such rights and benefits. In connection with such waiver and relinquishment, each parry acknowledges that it is aware that it or its attorneys or accountants may hereafter discover facts in addition to or different from those which it now knows or believes to exist with respect to the subject matter of this Agreement or the other parry hereto,but E that it is such parties' intention hereby fully, finally, and forever to settle and release all of the claims, disputes, and differences, known or unknown, suspected or unsuspected, which now exist or may 76 exist hereafter between each parry with regard to the ROW Lease or the leased Premises. This Agreement shall be and remain in effect as a full and complete release notwithstanding the discovery or existence of any such additional or different facts. Notwithstanding the foregoing to the contrary, this Mutual Release is not intended to release or offset actions by either parry for claims arising as a result of(i)a breach of the ROW Lease and occurring on or before the Termination Date,(ii)a breach of this Agreement, (iii)transactions and occurrences on or before the Termination Date, or (iv) any matters and transactions relating to the redevelopment of the Premises as to any permitting actions 0 with the Monroe County Building Department. 9. Knowing Release. In executing this Agreement, each parry hereto acknowledges that they have consulted with and received the advice of counsel and that the parties have executed this Agreement after independent investigation and without fraud, duress, or undue influence. �t 10. Authority of Lessee. Lessee represents and warrants that(i) it is the owner and holder of the Lessee's interest in the ROW Lease and that it has the power, right, and authority to execute this Agreement and to carry out the intent hereof, (ii)the execution and delivery of this Agreement shall not violate or contravene any agreement, contract, security agreement, lease or indenture to which Lessee is a parry or by which it is bound or requires the consent of any party to any of the foregoing and (iii)the Premises, including all improvements and betterments thereto, are unencumbered, free of any security interests, liens, chattel mortgages, leases, lease purchase agreements or any other security or financing devices and, all such installations have been fully paid for. .g, 11. Authority of Sub-Lessee. Sub-Lessee represents and warrants that(i) it is the owner and holder of the Sub-Lessee's interest in the ROW Lease and that it has the power,right and authority ti to execute this Agreement and to carry out the intent hereof, (ii)the execution and delivery of this Agreement shall not violate or contravene any agreement, contract, security agreement, lease or indenture to which Sub-Lessee is a parry or by which it is bound or requires the consent of any parry to any of the foregoing and (iii)the Premises, including all improvements and betterments thereto, are unencumbered, free of any security interests, liens, chattel mortgages, leases, lease purchase 4 Packet Pg. 2182 R 5.a agreements or any other security or financing devices and, all such installations have been fully paid for. 12. Attorney Fees. If any party initiates legal proceedings to enforce its rights under this 0 Agreement, the prevailing party shall be entitled to reimbursement of its reasonable attorney fees, c. costs, expenses, and disbursements from the other parties. 13. Final and Complete Expression. This Agreement is the final and complete expression of the parties with regard to the ROW Lease and its termination. This Agreement may not be modified, interpreted, amended, waived or revoked orally, but only by a writing signed by all of the r- parties hereto and approved by the Monroe County Board of County Commissioners. .2 14. Severability. If any provision in this Agreement is deemed invalid,then the remaining provisions thereof will continue in full force and effect and will be construed as if the invalid provision had not been a part of this Agreement. E 15. Counterparts. This Agreement may be executed in counterparts, each of which shall constitute an original and all of which together shall constitute one and the same document. 0 0. 0 CD 2 REMAINDER OF PAGE INTENTIONALLY LEFT BLANK SIGNATURE PAGE TO FOLLOW E 5 Packet Pg. 2183 R 5.a IN WITNESS WHEREOF,the parties hereto have set their hands and seals the day and year first above written. 0 (SEAL) BOARD OF COUNTY COMMISSIONERS ATTEST: KEVIN MADOK, CLERK OF MONROE COUNTY, FLORIDA BY: BY: As Deputy Clerk Mayor/Chairperson WITNESSES: KEY MARINA DEVELOPMENT, LLC ch LESSEE ru BY: Print Name: Print Name: Title: 0 0. 0 Print Name: cD 2 WITNESSES: FLORIDA KEYS QUALITY FOODS, INC. SUB-LESSEE E BY: 06 W cn Print Name: Print Name: Title: 0 Print Name: o ffAOE COUNTY ATTORNEY'S OFFICE DTI Roan 6 PATRICIA MILES ASSISTANT OUNTY ATTORNEY DATE ___ 8 21 Packet Pg. 2184 Elci:## 2142229 11/03/2017 12:20P Fi,:led $ Recorded in Official Records PIOWROE �,".OUNTY KEVIN MADOK Dat:n 2142229 E110 2137'7 Pg## 1916 UW '--Qf- 'AY LEASE ACC _ . ; A N D—CDASE U'100 ASS1G NMEN F' L EAa, IS RIGHT-OF-WAY LEASE A ("LEASE"), made and entered into by the parties on this l8th day of October, 2017, by and between MONROE COUNTY, a political subdivision of the State of Florida, whose address is 1100 Simonton Street, Key West, Florida 33040, ("LESSOR") and KEY MARINA DEVELOPMENT, LLC;, a Florida limited liability company, whose principal address is 52 Riley Road, Unit 155, Celebration, Florida 34747 ("LESSEE") and FLORIDA KEYS QUALITY FOODS, INC., a Florida corporation, whose principal address is 125 Milano Drive, lslamorada, Florida 33036, ("SUB- LESSEE"). WITNESSETH: co - WHEREAS, CD the County owns the public right-of-way along Second Avenue in Key Largo, Monroe County,Florida., and WHEREAS, there exists an historic encroachment upon the Second Avenue public right- o- %ay, of a concrete building and a frame building, existing since 1944 and the early 1960's respectively? and WHEREAS, on November 12, 1997, the Monroe County Board of County Commissioners (" OCC") entered into a Lease Agreement with Canalis Holding Corporation ("Canalis") for ten (10) feet of county right-of-way on Second Avenue, Key Largo, Florida, for a terms of ten (10) years from December 1, 1997, until November 30, 2017 ("Original Lease"); and WHEREAS, on February 1 , 2004, the Original Lease was assigned from Canalis to Ear ark Companies, LLC ("Earthmark"), which assignment was approved as required by paragraph 7 of the Original Lease by the BOCC; and WHEREAS, on August 18, 2004, the BOCC approved the Lease assignment from Earth ark to Ocean Sunrise Associates,LLC ("Ocean Sunrise"), and WHEREAS, on .lolly 20, 2011, the BOCC acknowledged the transfer of title through a foreclosure action from Ocean Sunrise to Morgan. Ocean Sunrise, LLC ("Morgan Ocean Sunrise"), and approved the assignment of the Lease to Morgan Ocean Sunrise on the same date; and E WHEREAS, on July 20, 2011,. the EOC;C acknowledged and approved the Assignment of 1 Packet Pg. 2185 Cim.q :21,42229 Icilcl# 2+377 Pg# 1917 Lease ("Assignment of Lease") from Morgan Ocean Sunrise to Florida Keys Quality Foods, Inc., a Florida corporation, whose principal address is 125 Milano Drive, Islamorada, Florida 33036 ("Quality Foods"), a tenant of the contiguous property and leased right-of-way upon which the existing historical encroachment is located; and WHEREAS, Morgan Ocean Sunrise was successor in interest to the rights and obligations set forth in the Development Agreement between Ocean Sunrise and the BOCC, which was CL approved by Resolution 93-2007 on November 14, 2007 ("Development Agreement"), which included the use of the leased property and which was executed subsequent to the Lease, thus allowing some modifications in the use of the property under the Original Lease; and WHEREAS, the survey and site plan provided at the time of the Development Agreement approval showed encroachment of buildings or structures beyond the original co T_ CD description of the leased Premises as well as allowing parking, wheel stops, an impervious handicapped parking space, and landscaping on the County right-of-way; and on September 21, 2011, the BOCC entered into an Amendment ent to Lease �= with Morgan Ocean Sunrise reflecting the above changes, among other revisions, to the Original Lease; and WHEREAS, the contiguous property is currently owned by Key Marina Development, LLC, '✓ a Florida limited liability company, whose principal address is 52 Riley Road, Unit 1 , Celebration, Florida 3477, as acquired through a Special Warranty Deed dated October 21, 2013, and recorded in Official Records Book 255, Page 1209 in the Office of the Monroe 0 County Clerk of the Court "KeyMarina"); and z Ivey Marina is the current successor in interest to the rights and obligations set forth in the Development Agreement and as outlined in the Key Marina Development, LLC Ma.or Conditional Use at Mandalay Proposed Site Plan ("SitePlan"), attached hereto and made a part hereof ("Exhibit A"), which was approved by the Monroe County Planning Commission on January 27,2017, as part of its Resolution No. P34-1 ; and WHEREAS, Quality Foods is the current Lessee and Tenant of the leased property under the Assignment of Lease with said lease tenn to expire on November 30, 2017; and WHEREAS,on January 18, 2017,the BOCC approved a new Right-of-Way Lease Agreement with Key Marina, as Lessor, and Quality Fonds, as Sub-Lessee, for an historic encroachment � upon the Second Avenue public right-of-way in Ivey Largo, but the term of the Lease was inadvertently omitted, and therefore,never executed by the Mayor on behalf of the BOCC; and Packet Pg. 2186 R.5.b I:�u�Mtt 214229 �tk�1 21377 1 ga 1918 Key Marina and Quality Foods now desire to terminate the Original Lease and the Assignment of Lease, and terminate and rescind the BOCC approval on January 18, 2017,. of the newRight-of-Way Lease Agreement, which was never fully executed; and WHERE , Key Marina has provided a new Survey and Legal Description, dated December 7, 2016, incorporating the Site Plan revisions for the Mandalay property, a copy of which is attached hereto and made a part hereof("Exhibit "); and WHEREAS, CL Key Marina is the legal title owner of the contiguous property and desires to become the LESSEE; and Key Marina and Quality Foods entered into a Lease Agreement dated April 11, z 2017, ("Lease Agreement"), for the lease by Quality Foods of the contiguous property, together with the property owned by Monroe County, for an initial lease term of seven (7) co co CD years and for renewal terms of three ( )periods of five(5) years each; and Quality Foods, as the current tenant of the contiguous property, desires to become the SUB-LESSEE of the leased Premises; �= WHEREAS, Key Marina, Quality Foods, and BOCC desire to enter into this ight-o Way Lease Agreement reflecting the revised survey and legal description; and. WHEREAS, this Right-of-Way Lease Agreement ("ROW LEASE") is entered into in order to reflect the historic encroachment upon the Second Avenue public right-of-way, of a concrete building and a frame building, existing since 1944 and the early 1 's 0 respectively, which buildings are currently owned by Key Marina, and the additional uses of parking spaces, wheel stops, an impervious handicapped parking space, and landscaping on the County right-of-way. CONSIDERATIONNOW THEREFORE, IN of the mutual promises and covenants set LU forth below, the parties agree as follows: MONROE COUNTY COMMISSIONERS ("LESSOR") for and in consideration of the mutual covenants and agreements hereinafter contained, does hereby lease to KEY MARINA ('LESSEE") the right—of-way on Second Avenue, Key Largo, Florida, contiguous to the Mandalay development, more particularly described in paragraph two (2) below and subject to the following terms and conditions: LU 1. TERM: The Original Lease dated November 12, 19 7,which expires on November 30, � 2017, is hereby terminated upon approval by the BOCC and full execution of this ROW � LEASE. Additionally, the ROW LEASE approved by the BOCC on January 18, 2017, Packet Pg. 2187 11cc# ;2142229 PUt 2377 lag# 1919 between the herein parties, but never executed by the Mayor on behalf of the BOCC is hereby rescinded. The initial term of this ROW LEASE shall be for a period of seven (7) years commencing retroactively to the 11th day of April, 2017,. and. ending on the 10"' day of April, 2024, unless sooner terminated pursuant to the provisions of this ROW LEASE. The term and renewal options of this ROW LEASE coincide with the same terms set forth in that certain Lease Agreement dated April 11, 2017, between Key Marina Development, LLC and Florida Keys Quality Foods, Inc., recorded on July 6, 2017, in the Official Records of Monroe County in book 2863 at Page 416. 2. RENEWAL TERMS: Lessor shall have the option to renew this ROW LEASE after the original term, for three (3) additional periods of five (5) years each. z 3. OPTION T : Lessor hereby grants to Lessee the option to renew this,ROW co LEASE for the renewal terms on the condition that at the time Lessee exercises each option to renew, Lessee is not in default under this ROW LEASE beyond the expiration of any applicable cure period. Lessee shall exercise its right to renew and extend the lease term, if at all, by providing written notice of extension to Lessor at least ninety (90) days prior to the expiration of the lease term. 4. S tLT1 F P SS. The property subject to this Lease is situated in the County of Monroe, State of Florida, and is more particularly described in Exhibit " " attached hereto and made a part hereof("Premises"). 5. �:_ LESSEE shall pay to LESSOR the sum of Four Hundred Six and 25/100 Dollars ( 406.25) per month for a total amount ofFourThousand. Eight hundred Seventy-five and 00/10 ( 4,875.00) Dollars annually. LESSOR agrees to pay in advance the total amount of Fourteen Thousand Six Hundred Twenty-five and 00/1 0 ( 14, 25.00) Dollars as payment in full for the initial three (3) years of the seven (7) year terror of this Lease, and to thereafter pay the remaining annual rental payments in two-year increments on or before the annual renewal date of the Lease. The initial rental payment for three (3) years shall be paid within ten (10) days of execution of this ROW LEASE. If this ROW LEASE should be terminated prior to the expiration of the initial seven (7) year terra by any party, or should the LESSEE default in these terms hereof, LESSEE and any subsequent Sub-Lessee waives any and all rights to any advance rental payment for any remaining rental fee which may not yet be due under the terms of the Lease. All subsequent rental payments due for any renewal period shall also be paid in full in advance for the two-year incremental periods upon notice of exercising LESSEE'S option to renew the Lease. All rental payments shall be made payable to Monroe County and remitted to the Monroe County Clerk of Court for the Monroe County Board of County Commissioners at 500 Whitehead Street, Packet Pg. 2188 29 E►k��2377 Z142219� 1920 Key West, Florida 33 . 6. EILUO : This O LEASE is for the purpose of reflecting the historic encroachment upon the Second Avenue public right-of-way, of a concrete building and a frame building, existing since 194 and the early 10's respectively and allowing the use of the existing buildings and accessary structures that exist on the County right-of-way as shown on the survey, a copy of which is attached hereto and made a part hereof as Exhibit" " 7. 9= E111 1' _ EDIT AZJD HLUILI DE [75 LESSEE shall have the right of ingress and egress to, from, and upon the leased Premises for all purposes necessary to the full quiet enjoyment by said LESSEE of the rights conveyed herein. . UNAUTHORIZED USE: LESSEE shall, through its agents and employees, prevent co the unauthorized use of the leased Premises or any use thereof not in conformance with this ROW LEASE. Development shall only be as allowed by the Development Agreement dated November 14, 2007, as modified pursuant to Resolution No. P34-16 of the Monroe County Planning Commission on October 26, 2016, as to the current use and commercial square footage, as provided by law. Only parking, wheel stops, an im ervious handicapped parking space, and landscaping are otherwise permitted within the leased area, outside of the structures and buildings shown on Exhibit "A", in accordance with the Development Agreement and any conditional use permit. Whether the Development Agreement is in effect or not, there shall be no changes or im rovements which encroach or further increase the footprint of the existing development as shown on Exhibit"A" 0 9. ASSI INMf, M5-11BLEA,5L: This ROW LEASE shall not be assigned or subleased in whole or in part without the prior written consent of LESSOR. Any assignment or sublease made either in whole or in part, without the prior written consent of LESSOR, shall be void and without legal effect. a. LESSOR hereby consents to the sub-lease of the Premises to Florida Keys Quality .Foods, Inc., a Florida corporation, whose principal address is 125 Milano Drive, Islamorada, Florida 33036, a tenant of the contiguous property and leased right- of-way upon which the existing historical encroachment is located ("Quality Foods"), so long as Quality Foods has a valid and enforceable lease with LESSEE ca for the contiguous property, owned by LESSEE. b. LESSEE shall provide LESSOR with a copy of its Lease Agreement with Quality Foods and.any amendments or renewals thereto, within ten (10)days of execution thereof. S Packet Pg. 2189 Clot:# :21,42229 1:1104 2377 Pg# 1921 c. Should LESSEE and Quality Foods fail to enter into a valid lease for the contiguous property, at this time or at any time in the future, the consent for sub- lease will be automatically terminated. d. The consent authorized in this ROW LEASE is solely for the sub-lease of the leased Premises to Quality Foods as the SUB-LESSEE and not to any subsequent Sub- Lessee without prier written approval. 10.LASE21L, T : This ROW LEASE is subject to any utility easement existing on said leased Premises. Any other easement not approved in writing by LESSOR shall be void and without legal effect. 11. RJJjHJ OF_I I'_E ,"i['I N: LESSOR or its duly authorized agents, representatives, co or employees shall have the right at any and all times during daylight hours to inspect T_ the leased Premises and the works and operations of LESSEE in any matter pertaining to this ROW LEASE. 12. INSIJHANCITIIJEMEMDuring the term of this ROW LEASE, �= LESSEE shall procure and maintain policies of fire, extended risk, and general liability insurance coverage. The liability insurance coverage shall be in an amount not less than Two Hundred Thousand Dollars and 00/100 ( 200,000.00) per occurrence and Three Hundred Thousand Dollars and 00/100 ( 300,000.00) per occurrence for '✓ personal injury, death, and property damage on the leased Premises. Such policies o insurance shall name LESSOR, Monroe County, as an additional insured. LESSEE shall submit written evidence of having procured all insurance policies required 0 herein prior to the effective date of this ROW LEASE and shall submit annually thereafter written evidence of maintaining such insurance policies to the Monroe County Clerk of the Court, 500 Whitehead Street, Ivey West, Florida 33040. LESSEE shall purchase all policies of insurance from a financially responsible insurer duly authorized to do business in the State of Florida. LESSEE shall be financially responsible for any loss due to failure to obtain adequate insurance coverage, and the failure to maintain such policies or certificates in the amounts set forth shall constitute a breach of this ROW LEASE. 13.LI LIT-)' F . FICATI : Notwithstanding any minimum insurance requirements prescribed elsewhere in this agreement, LESSEE covenants and agrees that it shall defend, indemnify, and hold the LESSOR and LESSOR'S elected and appointed officers and employees harmless from and against (i) any claims, actions or causes of action, (ii) any litigation, administrative proceedings, appellate proceedings, or other proceedings relating to any type of injury (including death), loss, damage, fine, penalty or business interruption, and (iii) any costs or expenses Packet Pg. 2190 Dai:# :11,42229 1c11t11 21377 Pg# 1922 that may be asserted against, initiated with respect to, or sustained by any indernnifaed party by reason of, or in connection with., (a) any activity of LESSEE or any of its employees, agents, sub-lessees in any tier, or other invitees during the term of this Agreement, (b) the negligence or willful misconduct of LESSEE or any of its employees, agents, sub-lessees in any tier, or other invitees except to the extent the claims, actions, causes of action, litigation, proceedings, costs, or expenses arise from the intentional or sole negligent acts or negligent acts in part or omissions of the LESSEE or any of its employees, agents, contractors, or invitees (other than LESSEE). Insofar as the claims, actions, causes of action, litigation, proceedings, costs or expenses related to events or circumstances that occur during the term of this 12 0 W LEASE, this section will survive the expiration of the term of this ROW LEASE or any earlier termination of this ROW LEASE. The extent of liability z is in no way limited to, reduced, or lessened by the insurance requirements contained elsewhere within this ROW LEASE. TCo _ 14.PAY F 1V I F I AS ASSESS 1 I S: LESSEE shall assume fall responsibility for and shall pay all liabilities that accrue to the leased Premises or to the improvements thereon, including any and all ad valorem taxes and drainage and �= special assessments or taxes of every bind and all mechanic's or materialmen's liens which may be hereafter lawfully assessed and levied against the leased Premises. 15. Z&_3YAIVE The failure of LESSOR to insist in any one or more instances upon strict performance of any one or more of the covenants, terms, and conditions of this ROW LEASE shall not be construed as a waiver of such covenants, terms, or conditions, but the same shall continue in full force and effect, 0 and no waiver of LESSOR of any of the provisions hereof shall in any event be deemed to have been made unless the waiver is set forth in writing, signed by LESS 16, ' : Time is expressly declared to be of the essence of this ROW LEASE. 17. 1'I T I'I _ I{', S: LESSEE shall be responsible for the payment of all charges for the furnishing of gas, electricity, water, and other public utilities to the leased Premises and for having all utilities turned off when the leased Premises are surrendered. 18. 1NE; AI.. YC= U: This ROW LEASE does not cover petroleum or petroleum products or minerals and does not give the right to LESSEE to drill for or develop the same, and LESSOR specifically reserves the right to lease the leased Premises for E purpose of exploring and recovering oil and minerals by whatever means appropriate; .provided, however,that LESSEE named herein shall be fully compensated Packet Pg. 2191 L'lirrq ;21,42229 f1k13 2,1377 Pg# 1923 for any and all damages that might result to the leasehold interest of said LESSEE by reason of such exploration and recovery operation. 19. I G I' E All I'T: LESSEE shall make available for LESSOR all financial and other records relating to this ROW LEASE and LESSOR shall have the right to either audit such records at any reasonable time or require the submittal of an annual independent audit by a Certified Public Accountant during the term of this ROW LEASE. This right shall be continuous until this ROW LEASE expires or is terminated. This ROW LEASE may be terminated by LESSOR should LESSEE fail to alloy public access to all documents, .papers, letters or other materials made or received in conjunction with this Lease, pursuant to the provisions of Chapter 119, -- Florida Statutes. z 2 . CONDITION d I. 6 : LESS . assumes no liability or obligation to co co LESSEE with reference to the condition of the leased Premises. The leased Premises herein are leased by LESSOR to LESSEE in an "as is" condition, with LESSOR assuming no responsibility for the care, repair, maintenance, or improvement of the leased Premises for the benefit of the LESSEE. 21. C ) PI.IA L IT A : LESSEE agrees that this ROW LEASE is contingent upon and subject to LESSEE obtaining all applicable permits and complying with all applicable permits, regulations, ordinances, rules, and laws of 2 Monroe County, the State of Florida or the United States or of any political subdivision or agency of either. 22. ABEAM QE C" .YE A1,1J1 S. TF. S C" T S: Should LESSEE breach any of the covenants, terms or conditions of this ROW LEASE, LESSOR shall give written notice to LESSEE to remedy such breach within sixty ( 0) clays of such notice. In the event LESSEE fails to remedy the breach to the satisfaction o LESSOR within. sixty (60) days of receipt of written notice, LESSOR may either terminate this ROW LEASE and recover from LESSEE all damages LESSOR may incur by reason of the breach including, but not limited. to, the cost of recovering the leased Premises and attorneys' fees or maintain this ROW LEASE in full force and. effect and exercise all rights and remedies herein conferred upon LESS 23, A Af-ES 'I - I ES: a. LESSEE shall not do, or suffer to be done, in, on or upon the leased Premises or as affecting said leased Premises or adjacent properties, any act which may result in damage or depreciation of value to the leased Premises or adjacent properties, or any part thereof. Packet Pg. 2192 Cairn 2142229 13113 2+377 Pgq 1924 . LESSEE shall not generate, store, produce, place, trot, release or discharge any contaminants, pollutants or pollution, including, but not limited to, hazardous or toxic substances, chemicals or other agents on, into, or from the leased Premises or any adjacent lands or waters in any manner not permitted by law. For the purposes of this ROW LEASE, "hazardous substances" shall mean and include those elements or compounds defined in 42 USC Section 9601 or which are contained in the list of hazardous substances adopted by the United States CL Environmental Protection Agency (EPA) and the list of toxic pollutants designated y the United States Congress or the EPA or defined by any other federal, state or local statute, la A,, ordinance, code, rule, regulation, order or decree regulating, relating to or imposing liability or standards of conduct concerning any hazardous, toxic or dangerous waste, substance, material, pollutant or contaminant. Z "Pollutants" and "pollution" shall me those products or substances defined in Florida Statutes, Chapter 376 and Chapter 43, and the rules promulgated Tco - thereunder, all as amended or updated from time to time. In the event of LESSEE's failure to comply with this paragraph., LESSEE shall, at its sole cost d expense, promptly commence and diligently pursue any legally required closure, investigation, assessment, cleanup, decontamination, remediation, �= restoration and monitoring of (1) the leased Premises, and (2) all off-site ground and surface waters and lands affected by LESSEE's such failure to comply, as may be necessary to bring the leased Premises and affected off-site waters and. lands into fall compliance with all applicable federal, state, or local statutes, laws; ordinances, codes, rules, regulations, orders and decrees, and to restore the damaged property to the condition existing immediately prior to the occurrence which caused the damage. LESSEE's obligations set forth in this paragraph shall survive the termination or expiration of this ROW LEASE. This paragraph shall Z not be construed as a limitation upon LESSEE's obligations regarding indemnification and payment of costs and fees as set forth in paragraph 11 of this ROW LEASE, nor upon any other obligations or responsibilities of the LESSEE as set forth herein. clothing herein shall relieve LESSEE of any responsibility or liability prescribed by law for fines, penalties and damages levied by governmental agencies, and the cost of cleaning up any contamination caused directly or indirectly by LESSEE's activities or facilities. Upon discovery of a release of a hazardous substance or pollutant, or any other violation of local, state, LU or federal law, ordinance, code, rule, regulation, order or decree relating to the generation, storage, production, placement, treatment, release or discharge of any contaminant, LESSEE shall report such violation to all applicable governmental agencies having jurisdiction and to LESSOR, all within the reporting:period of the � applicable agency. c. Should the buildings which extend onto the leased Premises be substantially Packet Pg. 2193 R.5.b 1,in,zp 2142229 1.11413 2137 7 Pg# 1925 damaged for any reason and cannot be repaired but roust, pursuant to law, be removed and replaced by structure(s) meeting laws in existence at the time of such occurrence, this ROW LEASE shall be automatically terrninated. 24. `il _1 ES: Upon termination or expiration of this ROW LEASE, LESSEE shall surrender the leased Premises to LESSOR. In the event no further use of the leased Premises or any part thereof is needed, LESSEE shall give written notification to LESSOR at least six (6) months prior to the release of any or all of the leased Premises. Notification shall include a legal description and an explanation of the release. The release shall only be valid if approved by LESSOR through the execution of a release of the ROW LEASE instrument with the same -- formality as this ROW LEASE. Prior to surrender of all or any part of the leased. Premises, a representative of the Division of State Lands shall perform an on-site � T_ inspection, If the leased Premises violate conditions set forth in paragraph 8 herein, co T_ LESSEE shall pay all costs necessary to remove any unauthorized improvements or changes. 25. EBUIJIL1111ONS AGAINST LIENS OR. OTHER ENCJJM1JRAPLC M: Fee title 5�_ to the leased Premises is held by LESSOR. LESSEE shall not do or permit anything to be done which purports to create a lien or encumbrance of any nature against the real property contained in the leased Premises including, but not limited to, mortgages or construction liens against the leased Premises or against any interest of LESSOR therein. Notwithstanding, LESSEE shall be entitled to mortgage its leasehold interest in the Premises provided such mortgage interest is subordinate to the terms and conditions of the ROW LEASE. LESSEE shall provide the documents to LESSOR 0 thirty (30) days before closing to verify that the appropriate language is in the proposed documents. 26. J!AR '3AL iNVA M: If any term, covenant, condition or provision of this CAW LEASE shall be ruled by a court of competent jurisdiction to be invalid, void, or unenforceable, the remainder shall remain in full force and effect and shall in no way be affected, unpaired or invalidated. 27. A AE L I AL AN 1S"I IT S: Execution of this ROW LEASE in no way affects any of the parties' obligations pursuant. to Chapter 26 , Florida. Statutes. The collection of artifacts or the disturbance of archaeological and historic sites on state-owned lands is prohibited unless prior authorization has been obtained from the Department of State, Division of Historical Resources. 28. This ROW LEASE does not authorize � the use of any lands located waterward of the mean or ordinary high water line of 10 Packet Pg. 2194 R.5.b Ci,,.,#t 2142229 E-11(q 241377 Pgtt 1926 any lake, river, stream, creek., bay, estuary or other water body or the waters or the airspace thereabove. 2 9.D_1JU LlCAfF CI LGJJAI.S: This ROW LEASE is executed in duplicate originals each of which shall be considered an original for all purposes. 30. E" U : '.Phis ROW LEASE and the exhibits attached hereto set forth the entire understanding between the parties and shall only be mended.with the prior written approval of LESSOR. 31. _ AI _. _ I : LESSEE shall maintain the real property contained within the leased Premises in a state of good condition including, but not limited to, keeping the leased Premises free of trash or litter and meeting all building and safety codes in the location situated. co - CD 32. I C A 1VE. U : This ROW LEASE shall be governed by and interpreted according to the laws of the State of Florida and venue for any action arising under this ROW LEASE shall be in Monroe County, Florida. The parties agree to _ mediate any disputes under this ROW LEASE, and further agree that it is not subject to arbitration. 33. S ,C" LQ AEJ ;a S: Articles, subsections and other captions contained in this ROW LEASE are for reference purposes only and are in no way intended to describe, interpret, define or limit the scope, extent or intent of this ROW LEASE or any provisions thereof. 34. NOTICES. All notices given under this ROW LEASE shall be in writing and shall be z served by certified mail including, but not limited to .notice of any violation served pursuant to Sec. 2 . , Florida Statutes,to the last address of the party to whom notice is to be given, as designated by such party in writing. LESSOR, LESSEE, and SU LESSEE,hereby designate their addresses as follows: LESS County Administrator 1100 Simonton Street Suite 20 Ivey West, Florida 33040 LESSEE: Key Marina Development,LLC 52 Riley Road, Unit 15 1 Packet Pg. 2195 Dai.-N :2142229 Iclk!# 2137*7 Pg# 1927 Celebration,Florida 34747 SUB-LESSEE: Florida Keys Quality Foods,Inc. 125 Milano Drive , Islamorada, Florida 33036 35.JURY TRIAL. In the event of a dispute, all parties hereto agree to waive the right to a jury trial. W 36. ATTORNEY'S FEES AND COSTS. The LESSOR, LESSEE, and any Z N. subsequent SUB-LESSEE agree that in the event of any cause of action or T_ co administrative proceeding is initiated or defended by any party relative to the enforcement or interpretation of this lease, the prevailing party shall be entitled to reasonable attorney's fees, court costs, investigative, and out-of-pocket expenses, as an award against the non-prevailing party, and shall include attorney's fees, court costs, investigative, and out-of-pocket expenses in appellate proceedings. Mediation proceedings initiated and conducted pursuant to this ROW LEASE shall be in accordance with the Florida Rules of Civil Procedure and usual and customary procedures required by the Circuit Court of Monroe County. 37.BINDING EFFECT. The terms, covenants, conditions, and provisions of this ROW LEASE shall bind and inure to the benefit of the LESSOR and LESSEE and their respective legal representatives,successors, and assigns. 38.AUTHORITY. Each party represents and warrants to the other that the execution, delivery, and performance of this ROW LEASE have been duly authorized by all necessary County and corporate action,as required by law. LU LU Packet Pg. 2196 R.5.b I:m.-I 1 21,42229 r3kI3 21377 Pq# 1928 IN WITNESS WHEREOF, the parties hereto have set their hands and seals the day and yeapfi- r4�above written. .9 OF MONROE COUNTY,FLORIDA CL y9, 0 Aw= 1 Clerk yrl rscs WITNESSE& KEY MARINA DEVF.j,()PMEN LESSE,E, CD BY. Print e,. d.�e._ ate_ Print me: -._. I&_ WTrNF,SSES- FLORIDA KEYSQUALITY FOODS,INC. SUB-LESSEE U) s , 4 z [ 7 -Print Name: Print r� Title r e� mo RUE COUNTY ATTORNEY°S OFFICE PR6yED A PATRICIA LES E ASSISTANT COUNTY ATTORNEY DATE; 13 Packet Pg. 2197 fie�.q :2142229 E3413 237'7 P90 1929 IN WITNESS WHEREOF, the parties hereto have set their s and seals the day year st above written. .9 (S BOARD OF COUNTY" `C tSS1 S � AI 1'S I: . ADC», LE OF CONK. °�COUNTY,NTY, FLORIDA 0 : fat ° Ir Mayor :h WITNESSES- KEY MARINA DEVELOPMEXI" LLC LESSEE co co CD �_ ca �.., Print Name: Print Name, ca c �t Title: Print Name: WITNESSES: FLORIDA.KEYS QUALt,rY FOODS, INC. z SUB-LESSEE U) z B YL. � r U) Print ?. _._ Print Name t , �. �... . a MONROE COUNTY ATTORNEY'ATTORNEY'S OFFICE RbvE s Ta R PATRICIA EABLES ASSISTANT COUNTY ATTORNEY ®ATE: I d -I ml 13 Packet Pg. 2198 R.5.b , 0 Doi. ; S! *6 a F*13 2377 129a 1930 • & =w lolls a CL ld f •. z t Aso +s r Y o •, pN �-3 r t .p'_ N • U»Psii4 �a _w.... . Y a.s.e av ...C ,SIG 1 4 v 0 - ° � ., z lJ u W 0 LU -� lLU 1.S at is �� wa w �► # sa_x I ti E kr,ease.."�tty,rala+.. P a, sxa+'bb Ys #%9R ta¢6m�m�G k%t`n& 'Y 1w' 4.eYw9+ "�'a l esd'i��Yw N*aA Y%'�':C4 Y+NiC+>•�S�±�nXua.a daa es M 49 Nfl kfi#96Y RWa w%m4F k#�"h4= m puyuY:"rov�sTaa..sY'Faith^n^ffi`&'x'.§'g`+�reR. C `tsf Sw RY. a �* L 6 m L1 `Exhibit i Pa§e l .�� :I Packet Pg. 2199 w SKETCH S RI O WENT TO L EASE A POIMON OF AMEND (O LARGO. ROE1 ,M.C.R.) KEY CONTY,FL Doi. :21,42229 SURVEYOWS rll(IS 21377 Pgn 1931 1. Reproductions of this Sketch ore not valid without the signature and the original raised seal of a Florida licensed surveyor and mapper. 2. No Title Opinion or Abstract to the subject property has been provided. It is possible that there ore Deeds, Easements, or other instruments (recorded or unrecorded) which may affect the subject property. No search of the public Records has been made by the Surveyor, 3. The land description shown hereon was prepared by the Surveyor. z 4. Bearings shown hereon are based on the adjoining plat of KEY LARGO NORTH, recorded in Platco Book 7. Pogo 22 of the Public Records of Monroe County, Florida with the northeasterly right—of--way line of Second Avenue having a bearing of N '37'16" W. . Data shown hereon was compiled from Instrument(s) of record and does not constitute a cc boundary survey. . Abbreviation Legend: F.B. = Field Book, LB. = Licensed Business; M.C.R. = Monroe County Records; No. = Number; O.R.B. = Official Records Book; P.B. - Plot Book; PG. - Page; P.L.S. Professional Land Surveyor, P/0 = a Portion of; P.O.B. = Point of Beginning; P.O.C. Point of Commencement; S.F. - Square Feet. CERTIFICATION. Lu I HEREBY CERTIFY that the attached Sketch and Description of the hereon described property is true and correct to the best of my knowledge and belief as prepared under my direction. I FURTHER U CERTIFY that this Sketch and Description meets the Standards of Practice set forth in Chapter LU 5J--17, Florida Administrative Code, pursuant to Section 472.027, Florid °'Stotutes. LU Date: ec K • CHEE-A--TOW, P.L.S. Florida Registration No. 5328 AVIROM & ASSOCIATES, INC. LB. No. 3300 ca NOT VAUD WrMOUC SHEETS I a REVISIONS AWROU&ASSOCIATES,INC JW 0 9881.6 � ova AS SUAVEWNG&MAPPING a W E 9 9t?$41J 2r1dA tGli VAT& i2W=16 a NK 2 TAL 1) .FAX(W)394.712S BY. S$ LL ` F.B.. �a ��, as mac. WW Isxh3ib B, Page 1 of 3 Packet Pg. 2200 R.5.b SKETCH MIDDESCRIP71014 LEASEA PORTION OF AMENDMENT TO (ORS..2W.PG.iW4.M.C.R.) KEY LARGO, E COUN11Y,FLORIDA EJQE';# 2142229 Blol 211377 Pg# 1932 LAND DESCRIPTION: A portion of an Amendment to Lease, as recorded in Ofricia! Records Book 2539, Page 1634, of CL the Public Records of Monroe County, Florida, described as follows: A portion of Second Avenue adjacent to Lot 1, Block 4, MANDALAY, according to the Plot thereof, as recorded In Plat Book 1, Page 194, of the Public Records of Monroe County, Florida, described as follows: COMMENCE at the intersection of the centerline of sold Second Avenue with the centerline of East Second Street, according to said Plot; thence S 4-V37'16® E along the centerline of said Second Avenue, a distance of 25.00 feet to a point on the southwesterly projection of the southeasterly right—of—way line of East Second Street; thence N 45'17'46" E along said southwesterly projection Tco _ of East Second Street, 9. 0 feet to a line being 20.40 feet southwesterly of and parallel with the northeasterly right—of—way line of said Second Avenue, said line also being the southwesterly limits of said Amendment to Lease; thence S 4437'16" E along said parallel line .and sold southwesterly limits of said Amendment to Lease. 19. 9 feet to`a point on the southeasterly limits of a proposed cul—de—sac and a point on o non—tangent curve, concave to the east, .� having a radius of 20.75 feet and a central angle of 17"20'06" (a radial line bears S 75"05'47" E from said point), said point also being the POINT OF TIME BEGINNING; thence northerly along sold southeasterly limits of proposed cul-de—sac along the arc of and sold non—tangent curve, a distance of 6.28 feet (the next three courses and distances being along said southeasterly limits of proposed cul—de—sac) thence N 47`21'06" E. 3.52 feet; thence — N 4327'45" E. 3.27 feet to a point on a non-tangent curve, concave to the northwest, having a radius of 50.00 feet and a central angle of 10'56'18" (a radial line bears S 482443" E to sold paint); thence northeasterly along the arc of said non--tangent curve a distance of .55 feet to the northeasterly line of sold Amendment to Lease and a point of cusp with a non-tangent curve. concave to the northeast, having 'a radius of 2 .00 feet and a central angle of 2034'30" 0 (a radial I'ne bears S 65'57'14" W from said point): thence southeasterly along said northeasterly line of Amendment to Lease and the arc of said 'non—tangent curve, a distance of 8.98 feet to a point of tangency, thence S W37'16" E along sold northeasterly line of Amendment to Lease also being said northeasterly right—of woy line of said Second Avenue, a distance of 151. 0 feet to the southeasterly limits of said Amendment to Lease; thence S 45'22'44" W along sold southeasterly limits of sold Amendment to Lease, a distance of 20.40 feet to sold line being uJ 20.40 feet southwesterly of and parallel with the northeasterly right—of--way line of sold Second Avenue and said southwesterly limits of said Amendment to Lease; thence N 4437'1 " W, along Lu sold parallel line and said southwesterly limits of sold Amendment to Lease, a distance of 15 .84 feet to the POINT OF BEG;NNING. Sold lands lying and situate in Key Largo, Monroe County, Florida, containing 3,249 square feet (0.075 acres), more or less. NOT VALID WMiOUi SHEETS 1-3 REVISIONS AWROM 8 ASSOCIATSS,JNC JOB* 9 1.6 a,�e�►ssn� SURVEWNG&MAPPING 8 . 1*N W 50&W.2fidAMIA SIATS 102 DATM 12W=s � Baca RATON.Ft s° 79L(5611392.25".FAX(601)304-7125 BY: sJZl. W�w.AWROAMMV_LY.mm cw_-cxm aim nl AVOWSAIVOW=04 xxwesR FB." Nat 'PG ik+m171ttl1M dAVJlCsttA�1TES,YIIG 2 0F 3 a# Op w t�mtrt�ert exhibit B, Page 2 of Packet Pg. 2201 [Im.-N :21,42229 I'llol 24377 Pga 1933 SKETCHo PORTIONT TO LEASE {o .PG.' M.c iR.j LARGO,M Lt .FOR LOR! -�3% Aff, SO R • ._. mcv!rIvel 150 4#0110 L= . 5' - ` � �,>"<-- gas INFEET 43* 745" E - `J' SOUTHEASTERLY - 7' y �, LIMITS PROPOSED 3, . � ,f CUL-DE-SAC 4 . Q . 2 -'r' POINTOFCUSP z ao INTERSECTION OF 'Sr , -'"5 =25. 0 sr r CENTERLINE OFSECOND AVENUE "- "3s '3 ''off� �• CJ AND CENIERLINE <^ tiTREETs EAST SECOND 3 44 6" E 19.99' ` +,j LINE OF AMENDMENT A �IT SOUTHWESTERLY L3MITS OF 2'e ir3 TO (O.RA ENDM NT34 M.CA 70 E • ;� {O.X9. 2539/1 M.C.R.} c1, �`` 2 .75' P.O-B . Chto z 0 ofi sr . .061 00 20.40' SOWNWESTERl ry® OF AND PARALLEL VAIN SECOND A�NUE ® G 1 ca NOT VALID WITHOUTSHEETS 9-3 . REVISIONS A VI OM&ASSOCIArEs,wNc 98 -6 -- --- ,S.Assoc, SURVEYING&MAPPING i®sue WIW2adA VE VU$Wq W 102 $ 8=RATON.FLO 33432 Q TEL(561) `FAX )3"7125 SRL, �d www.AV . ° SAM FJL NOW 3OF3 Exhibit Be gage 3 of 3 1°10114ROE COUNTY OFFICIAL RECORDS Packet Pg. 2202