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Item H2 112 BOARD OF COUNTY COMMISSIONERS COUNTY of MONROE �� i Mayor Holly Merrill Raschein,District 5 The Florida Keys Mayor Pro Tern James K.Scholl,District 3 Craig Cates,District 1 Michelle Lincoln,District 2 ' David Rice,District 4 Board of County Commissioners Meeting November 19, 2024 Agenda Item Number: H2 2023-3226 BULK ITEM: Yes DEPARTMENT: County Land Acquisition And Land Management TIME APPROXIMATE: STAFF CONTACT: Cynthia Guerra AGENDA ITEM WORDING: Approval of First Amendment to a 99-year Ground Lease between Monroe County and Habitat for Humanity of Key West and Lower Florida Keys, Inc., a Florida not for profit corporation Lot 11, Block 22, Big Pine Cove (PB 3-131); Parcel ID# 00308490-000000; 31530 Avenue D, bay side of Big Pine Key near mile marker 31. ITEM BACKGROUND: This subject property was purchased by the Monroe County Land Authority in August 2020 and conveyed the parcel to Monroe County in November 2023. Monroe County entered into a lease agreement with Habitat for Humanity of Key West and the Lower Florida Keys, Inc. in December 2023. The parcel will be developed as an owner-occupied affordable housing unit. The Lease needs to be amended to clarify the obligations related to construction bond requirements with respect to construction costs pursuant to Florida Statute Section 255.05. Habitat for Humanity of Key West and the Lower Florida Keys, Inc. has reviewed and agreed with the proposed amendment. Section 7.01 of the Lease is being amended as follows: Section 7.01 No Lien. Neither the Lessee nor any Sublessee shall have the power to subject the interest of the Lessor in the Demised Premises to any mechanic's or materialmen's lien of any kind. Lessee shall provide to Lessor prior to initiating construction a construction bond in accordance with Florida Statute Section 255.05 covering the cost of construction authorized hereunder. In the event that Lessee chooses to improve the Premises by way of modular construction, then in such event, Lessee shall not be required to post a bond in accordance with Florida Statute Section 255.05 so long as the cumulative site development and construction costs do not exceed the sum of Two Hundred Thousand and 00/100 Dollars ($200,000.00) and the modular home being delivered to the Premises is paid for in full by Lessee prior to leaving the modular construction factory. PREVIOUS RELEVANT BOCC ACTION: 2165 October 18, 2023, the Board approved Agenda Item F.5.Resolution 489-2023 accepting conveyance from MCLA of subject property to Monroe County for affordable housing development subject to a Land Use Restriction Agreement (LURA). December 13, 2023, the Board approved Agenda Item F.1. a 99-year Ground Lease between Monroe County and Habitat for Humanity of Key West and Lower Florida Keys, Inc., a Florida not for profit corporation Lot 11, Block 22, Big Pine Cove (PB 3-131); Parcel ID# 00308490-000000; 31530 Avenue D, bay side of Big Pine Key near mile marker 31. INSURANCE REQUIRED: Yes CONTRACT/AGREEMENT CHANGES: Insurance to be provided once lease is to begin. Section 7.01 of the Lease is being amended as follows: Section 7.01 No Lien. Neither the Lessee nor any Sublessee shall have the power to subject the interest of the Lessor in the Demised Premises to any mechanic's or materialmen's lien of any kind. Lessee shall provide to Lessor prior to initiating construction a construction bond in accordance with Florida Statute Section 255.05 covering the cost of construction authorized hereunder. In the event that Lessee chooses to improve the Premises by way of modular construction, then in such event, Lessee shall not be required to post a bond in accordance with Florida Statute Section 255.05 so long as the cumulative site development and construction costs do not exceed the sum of Two Hundred Thousand and 00/100 Dollars ($200,000.00) and the modular home being delivered to the Premises is paid for in full by Lessee prior to leaving the modular construction factory. STAFF RECOMMENDATION: Approval DOCUMENTATION: First Lease Amendment- 31530 Ave D.pdf BOCCLeaseOR3256-1317.pdf BOCCResol489-2023.pdf 2024 11 COI Habitat Signed 4 1 2025.pdf FINANCIAL IMPACT: N/A 2166 FIRST AMENDMENT TO LEASE AGREEMENT THIS FIRST AMENDMENT TO LEASE AGREEMENT ("Amendment") is entered into as of this day of , 2024 ("Amendment Date"), by and between HABITAT FOR HUMANITY OF KEY WEST AND LOWER FLORIDA KEYS, INC., a Florida not for profit corporation ("Lessee"), and MONROE COUNTY BOARD OF COUNTY COMMISSIONERS ("Lessor") (Lessee and Lessor being, collectively,the "Parties"). WITNES SETH WHEREAS, Lessor and Lessee are the Parties to that certain Lease Agreement dated December 13, 2023 ("Lease"), for the lease of the property located at 31530 Avenue D, Big Pine Key, Florida 33043, as more particularly described in the Lease ("Premises"); and WHEREAS, the Parties wish to amend the Lease, on the terms and provisions of this Amendment, to clarify the obligations related to construction bond requirements with respect to construction costs pursuant to Florida Statute Section 255.05. NOW, THEREFORE, in consideration of the mutual covenants hereinafter set forth and other good and valuable consideration, the receipt and sufficiency of which are hereby acknowledged, the parties hereto agree as follows: I. Recitals; Definitions. The foregoing recitals are true and correct and are incorporated herein by reference. Unless expressly provided otherwise, capitalized terms used herein shall have the meanings ascribed to them in the Lease. 2. Amendment to Article VII. The Lease is hereby amended, to reflect the following changes to Section 7.01 of the Lease. Section 7.01 No Lien. Neither the Lessee nor any Sublessee shall have the power to subject the interest of the Lessor in the Demised Premises to any mechanic's or materialmen's lien of any kind. Lessee shall provide to Lessor prior to initiating construction a construction bond in accordance with Florida Statute Section 255.05 covering the cost of construction authorized hereunder. In the event that Lessee chooses to improve the Premises by way of modular construction, then in such event. Lessee shall not be required to post a bond in accordance with Florida Statute Section 255.05 so Iona as the cumulative site development and construction costs do not exceed the sum of Two Hundred Thousand and 00/100 Dollars (S200.000.00) and the modular home being delivered to the Premises is paid for in full by Lessee prior to leaving the modular construction factory. 3. Miscellaneous. Lessee and Lessor hereby certify that(a) the Lease is in full force and effect and has not been modified or amended except as herein provided, (b) neither Lessee nor Lessor is now in default under the Lease and neither Lessor nor Lessee know of any event which, with notice or the passage of time or both would constitute such a default, and (c) neither Lessee nor Lessor has made a demand against the other party and to the knowledge of each party respectively neither party has a present right to make such demand with respect to charges, liens, defenses, counterclaims, offsets, claims, or credits against the payment of rent or the performance of Lessee's or Lessor's (as applicable) obligations under the Lease. Except as modified hereby, the Lease shall remain in full force and effect, and as modified hereby, the Lease is ratified and confirmed in all respects. If any of the provisions of this 1 2167 Amendment, or the application thereof to any person or circumstance, shall, to any extent, be invalid or unenforceable, the remainder of this Amendment or the circumstances other than those as to whom or which it is held invalid or unenforceable shall not be affected thereby, and every provision of this Amendment shall be valid and enforceable to the fullest extent permitted by law. This Amendment may be executed in one or more counterparts, each of which shall constitute an original and all of which when taken together shall constitute one and the same instrument. It shall not be necessary when making proof of this Amendment to produce counterparts with original signatures, it being agreed that photocopies of signatures or signatures received by electronic transmission shall have the same effect as original signatures. In the event of any inconsistency between the terms and provisions of the Lease and those of this Amendment, the terms and provisions of this Amendment shall control. Each party has participated fully in the review and revision of this Amendment. Any rule of construction to the effect that ambiguities are to be resolved against the drafting party shall not apply in the interpretation of this Amendment. 4. No Additional Consent/Approval Required. Lessor and Lessee hereby covenant and warrant that each party, respectively, has obtained any and all required consent, approval and/or authorization to enter into this Amendment and perform the obligations hereunder, and no additional consent or approval is required for the enforceability of this Amendment. IN WITNESS WHEREOF, the parties hereto have executed this Amendment, as of the date first written above, the execution and delivery thereof having been duly authorized. WITNESSES: LESSOR: MONROE COUNTY BOARD OF COUNTY COMMISSIONERS Print Name: By: Name: Title: Mayor Print Name: LESSEE: HABITAT FOR HUMANITY OF KEY WEST AND LOWER FLORIDA KEYS, INC. By: Print Name: Name: Title: Print Name: 2168 12/29/23,2:45 PM Landmark Web Official Records Search Doc#2446009 Bk#3256 Pg#1317 Electronically Recorded 12/28/2023 at 10:30 AM Pages 45 Filed and Recorded in Official Records of MONROE COUNTY KEVIN MADOK ElectronicallyREC: $384.00 Deed Doc Stamp 50.00 Prepared by and return to: Oropeza,Stones&Cardenas,PLLC 221 Simonton Street Key West,FL 33040 305-294-0252 LEASE BETWEEN MONROE COUNTY BOARD OF COUNTY COMMISSIONERS "LESSOR" AN HABITAT FOR HUMANITY OF KEY WEST AND LOWER FLORIDA KEYS,INC. "LESSEE" DATED December 13,202 2169 https://or.monroe-clerk.com/LandmarkWeb/search/index?theme=.blue&section=searchCriteriaBookPage&quickSearchSelection=# — 12/29/23,2:45 PM Landmark Web Official Records Search Doc.#2446009 Page Number:2 of 45 Table of Contents Article Title Page No, Definitions 3 LI Demised Premises 6 III Term 7 TV Rent 7 V -Non-Subordination 8 1 Payment of Taxes 8 V11 Mechanics' Liens 10 Vill Governing Law,Cumulative Remedies 12 ix Indemnification of Lessor 12 X Insurance 13 X1 Insurance Premiums 17 X11 Assignment 17 X111 Condemnation 71 x1v Construction 22 XV Mortgage Financing '14 XV] Default 28 XVII Repair Obligations 31 XVITI Additional Covenants of Lessee,Lessor 31 XIX Representations,Warranties of Title and Quiet 33 Enjoyment XX Miscellaneous 33 Page 2 Of 45 2170 hftps://or.monroe-clerk.com/LandmarkWeb/search/index?theme=.blue&section=searchCriteriaBookPage&quickSearchSelection=# 12/29/23,2:45 PM Landmark Web Official Records Search Doc.#2446009 Page Number:3 of 45 GROUND LEASE AGREEMENT THIS LEASE made and entered into in Key West. Monroe County, Florida, on this i10,t, day of J444w"&m, 2023. by and between M6NROE' COUNTY BOARD OF COU —NTY COMMISSIONERS (referred to as the"Lessor"')and ITAT FOR HUMANny OF KEY WEST AND LOWER FLORIDA KEYS,INC.,a Florida not for profit corporation(referred to as the"Lessee"). RE,CITALS WHEREAS,Lessor is the owner in fee simple of the property located at 31530 Avenue D, Big Pine Key, Florida 33043, Monroe County, Florida, and more particularly described oil the attached Exhibit"A"(hereinafter"Property"); and, WHEREAS, it is Lessor's intent that the Property be developed to provide affordable housing for residents of Monroe County;and, WHERE-AS,Lessee desires to develop the Property and build and sell one(1)single-family affordahle housing unit(provided allowed by County regulations and hereinafter the "Affordable Housing Unit"),and Initial Lessee may rent/lease any Units not sold to qualified owner-occupants; and, WHEREAS, in order to preserve the affordability of the Units to be developed on the Property, Lessor desires to lease the Property to Lessee for ninety-nine (99)years, subject to the Affordable Restrictions as set forth and further defined herein;and, NOW THEREFORE, in consideration of the mutual covenants and obligations contained herein, and in any contemporaneous Related Agreements between the parties, the receipt and sufficiency of which are hereby acknowledged,the parties agree as follows: ARTICLE I Definitions "Affordable Housing Unit"shall mean a residential housing unit that meets the moderate or lesser income requirements set forth in Section 10 1-I and any other applicable sections of the Monroe County Land Development Regulations, as may be amended from time to time without limitation of Lessor's complete legislative prerogatives,said restrictions to encumber the Property for a teen of ninety-nine(99)years. "Affordable Restrictions"shall mean the affordable or employee housing regulations as set forth in Section 10 1-I and any other applicable sections of the Monroe County Land Development Regulations or County Code, as hereinafter amended, except that in no event Shall the Lessor decrease the lawfully permissible sales price for an Affordable Housing Unit to less than the specified sales price for inoderate income housing as set forth in the Land Development Page 3 Of 45 2171 hftps://or.monroe-clerk.com/LandmarkWeb/search/index?theme=.blue&section=searchCriteriaBookPage&quickSearchSelection=# 12/29/23,2:45 PM Landmark Web Official Records Search Doc.#2446009 Page Number:4 of 45 Regulations in effect at the tittle of execution of this Lease where the effect upon an owner/Sublessee/mortgagee would be to divest such person or entity of value upon which such person reasonably and fairly relied to their detriment. The substance of the Affordable Restrictions may be freely amended in the Lessor's legislative discretion, particularly with respect to administrative, monitoring and enforcement mechanisms, but any such amendment shall not materially diminish the lawfully established and equitably vested resale value or the reasonable alienability of an Affordable Housing Unit, However. Lessor may restrict Affordable Housing Unit resales and rentals to use as "Employee Housing" as defined in the Affordable Restrictions, as amended from time to time. Moreover, Lessor may establish in its Affordable Restrictions "means`'or"assets"criteria that limit potential buyer or rental pools. Any such amendment shall not increase Initial Lessee's responsibilities as set forth herein. It is the intent and purpose and shall be the effect of this Lease and any Affordable Restrictions to ensure that the affordability of Affordable Housing Units and dedicated real property upon which they are located is maintained and enforced such that any administrative rule,policy or interpretation thereof,made by Lessor or its designees relating to the maxitnuin total amount of consideration and cost permitted to be in any way involved in a purchase or rental transaction(including but not limited to purchase price, lease assignment fees, rents or any other compensation given or received in or "outside" of a related transaction)shall never exceed the affordability criteria reasonably established by Monroe County for the dwelling units involved. In every case,the construction and interpretation of tenns, conditions and restrictions imposed by this Lease and the Affordability Restrictions shall be made in favor of an interpretation that ensures long term affordability benefits for the respective housing resources inure to the benefit of Monroe County,its economy and its community character. "Commencement Date" shall mean the date when Initial Lessee receives a Certificate of Occupancy for the first Affordable Housing Unit, "Demised Premises"shall mean the property leased pursuant to this Lease for development of the Affordable Housing Unit. The Dernised Premises is legally described on attached Exhibit ,V'and depicted on attached Exhibit"B", Dernised Premises,where the context requires and the construction is most appropriate, shall also mean portions of the Demised Premises and any improvements erected thereon, "Effective Date"shall mean the date this Lease is fully executed and delivered by all parties and the date that the Lessee shall be entitled to begin to occupy the Dernised Premises for purposes of development and construction of the Project, "Initial Lessee" means HABITAT FOR HUMANITY OF KEY WEST AND LOWER FLORIDA KEYS,INC.,a Florida not for profit corporation,developer of the AtTordable Housing Ullft, "Lease" shall mean this lease for the creation of the Affordable Housing Unit on the Demised Premises, as may be amended fi-orn time to time by the parties. It is expressly contemplated and intended by Lessor, as tee title holder to the Dernised Premises, that any limitations,restrictions and/or other covenants of any nature,whether established pursuant to this Lease or by the Affordable Restrictions,be given the full force and effect of enforceable covenants Page 4 Of 45 2172 hftps://or.monroe-clerk.com/LandmarkWeb/search/index?theme=.blue&section=searchCriteriaBookPage&quickSearchSelection=# 12/29/23,2:45 PM Landmark Web Official Records Search Doc.#2446009 Page Number:5 of 45 running with the land, equitable servitudes and all other cognizable legal and equitable real property conventions so as to ensure the overall public affordable housing purposes intended to be served, including appropriate application of cumulative enforcement theories. "Lease Year" shall mean the twelve(12)month period beginning on the Commencement Date and each twelve(12)month period thereafter throughout the Tenn of this Lease, "Lessor"means MONROE COUNTY, or its assigns or designees. Lessor as used herein and where the context requires,shall mean an agency or patty designated by the Lessor,by written notice to all parties, to administer or enforce some or any portion of the provisions ol'this Lease or the Affordable Restrictions, "Lessee"means the Initial Lessee and its successors and assigns, "Project" shall mean the required development of the Dernised Premises, primarily the required construction of Affordable Housing Unit as set forth in Article XIV. but also including related infrastructure, securing of required development approvals and permits, firiancing for the construction of the Affordable Housing Unit and marketing of the Affordable Housing Unit, "Related Agreements" shall mean any purchase and sale or other agreement entered into with Monroe County contemporaneously and in coqjunction with this Lease and which is recorded, "Rent" shall mean any sum of money due to the Lessor under this Lease for any reason. The terra Rent as used herein,should not be misconstrued to preclude definition and distinguishing of rent, rental rates and other such other terms as may be provided for in Subleases and/or the Affordable Restrictions, "Sale"and Sell"as used herein shall be broadly and liberally construed so as to encompass'. where contextually, appropriate, any ground subleasing, sale., grant, assignment or other conveyance of an interest in any portion of the Dernised Premises authorized pursuant to this Lease, but excluding any rental of an Affordable Housing Unit(which may be more particularly discussed herein or in the Affordable Restrictions) and any security, mortgage, note or other interest of a form and type customarily used with purchase money or home equity loans, "Sublease" shall mean any combination of instruments that grant, convey, or otherwise transfer a possessory use and/or title interest to any portion of the Demised Premises,but excluding rental of an Affordable Housing Unit(which may be more particularly discussed herein or in the Affordable Restrictions) and any security, mortgage, note or other interest of a form and type customarily used with purchase money or home equity loans. The title or exact nomenclature used to describe such instruments may vary to suit particular circumstances and shall lie within Initial Lessee's reasonable discretion and still remain within the meaning herein intended (e.g., a"deed of improvements" may in a given context be construed as an effective sublease for purposes herein). It is intended that the to Sublease encompasses such instruments that effectuate qualified end-user, title, possession and/or use of Affordable Housing Unit developed on the Demised Premises. A Sublease, as used herein, regardless of final forrn and substance, must be approved by the Lessor,which approval shall not be unreasonably withheld. "Sublessee" or "Owner" shall be broadly and liberally construed so as to mean all Page 5 Of 45 2173 hftps://or.monroe-clerk.com/LandmarkWeb/search/index?theme=.blue&section=searchCriteriaBookPage&quickSearchSelection=# 12/29/23,2:45 PM Landmark Web Official Records Search Doc.#2446009 Page Number:6 of 45 individual Affordable Housing Unit owner or tenant who,as of the date such person(s)acquires( ) their interest(s) in the Affordable Housing Unit, would qualify for "Employee Housing" as defined under Section 101-1 of the Monroe County Code and who is gainfully employed in, and derives at least seventy percent(70%)of their income from,Monroe County from the time of their purchase (or rental as may be provided for or allowed by this Lease) of an Affordable Housing Unit. Additionally,except as maybe otherwise pennitted by this Lease,in order to remain eligible to retain ownership of and to reside in their Affordable Housing Unit into retirement, in addition to complying with any otherwise applicable provisions in the Affordable Restrictions, purchasers of all Affordable Housing Units must for the five(5)years immediately following their purchase continue to earn at least seventy percent(70%) of their family income fi-om gainful employment within the County. "Tertn" shall mean the Commencement Date, and continuing lor ninety-nine (99) years thereafter,plus any agreed upon extension of this Lease,and unless otherwise permitted by LQssor, all Subleases and rights or interests granted thereunder shal I terminate at the end of the ierm. ARTICLE 11 Dernised Premises Section 2.01 Lessor's Demise, Upon the terms and conditions hereinafter set forth, and in consideration of the payment of the Rents and the prompt and full performance by the Initial Lessee of these covenants and the terms and conditions of any Related Agreements,to be kept and performed by the Initial Lessee,the Lessor does lease, let,art!demise to the Initial I.,essee and the Initial Lessee hereby leases from the Lessor,the following described premises, situate, lying and behray in Monroe County,Florida: See Attached Exhibits"A"and"B" Section 2.02 Conditions, The demise is likewise made art bjject to the following: (a) Conditions,restrictions and limitations, if any,now appearing of record; (b) Zoning ordinances of the County of Monroe,State of Florida,and any other applicable governmental body now existing or which may hereafter exist by reason of any legal authority during the Term of this Lease.and (c) The proper performance by the Lessee of all of the terms and conditions contained in this Lease,the Affordable Restrictions and any Related Agreements. Page 6 Of 45 2174 hftps://or.monroe-clerk.com/LandmarkWeb/search/index?theme=.blue&section=searchCriteriaBookPage&quickSearchSelection=# 12/29/23,2:45 PM Landmark Web Official Records Search Doc.#2446009 Page Number: 7 of 45 ARTICLE III Term Section 3.01 Term. To have and to hold the Demised Premises for a tense of ninety-nine (99)years commencing on the Commenectrient Date,and ending ninety-nine(99)years thereafter, both dates inclusive, unless sooner tenninated, or extended, as hereinafter provided (tile "Termination Date"). Lessee shall be given possession on the Effective Date and the terms and conditions set forth herein shall be binding on the pat-ties as of the Effective Date, I.Xssee shall have the right to occupy the Dernised Premises as of the Effective Date in order to allow Lessee to commence construction,as well as other activities related to the development and construction of the Project. As herein set forth,the Term will not commence until the first Affordable Housing Unit is completed and a certificate of occupancy has been issued for said first Affordable Housing Unit,said date to be evidenced by the Commencement Date Agreement that the parties will execute in substantially the same 11orni as that set forth in Exhibit C hereto,upon completion of construction of the first Affordable Housing Unit, ARTICLE IV Rent Section 4.01, Annual Lase pant. Lessee covenants and agrees to pay to Lessor promptly when due, without notice or demand, and without deduction or offset., Annual Base Rent throughout the Terni of this Lease beginning on the Commencement Date, in the amount of One Dollars ($1.00)per Lease Year or partial Lease Year. Lessee shall pay to. Landlord said Annual Base Rent on the first day of the second month of each Lease Year throughout the to of this Lease. Section 4,02. All amounts payable under Section 4.01 hereof, as well as all other amounts payable by Lessee to Lessor under the to of this Lease, shall be payable in lawful money of the United States which shall be legal tender in payment or all debts and dues,, public and private, at the time of payment, each payment to be paid to Lessor at the address set forth herein or at such other place within the continental firnits of the United States as Lessor shall from tirne to time designate by notice to Lessee. Except for any income tax payable by the Lessor, Lessee shall pay any and all taxes,including arry local surcharge or other tax,on the Rent payable pursuant to this Lease in addition to the suras otherwise set forth herein. Section 4.03, It is intended that the Rent shall be absolutely net to Lessor throughout the Tenn,free of any taxes,costs,utilities,insurance expenses,liabilities,charges or other deductions whatsoever, with respect to the Demised Premises and/or the ownership, leasing, operation, maintenance,repair,rebuilding, use or occupation thereof. Section 4.04. All amounts payable by Lessee to Lessor under any of the provisions of this Lease,if not paid when due is provided for in this Lease,shall bear interest at the highest rate allowable under Florida law from the time they become due until paid in full by Lessee, In Page 7 Of 45 2175 hftps://or.monroe-clerk.com/LandmarkWeb/search/index?theme=.blue&section=searchCriteriaBookPage&quickSearchSelection=# 12/29/23,2:45 PM Landmark Web Official Records Search Doc.#2446009 Page Number:8 of 45 addition, Lessee shall pay a late fee in the arnount of ten (10%)percent of any amount due firom Lessee to Lessor which is not paid within ten(10)days of the payment due date for any sums due for Rent and within thirty (30) days for any other sums due from Lessee pursuant to this Lease; provided,however,such payruent shall not excuse or cure any default by Lessee under this Lease. It is agreed by the parties hereto that Lessee shall reimburse Lessor for collection charges incurred as a result of the overdue Rent which may include but shall not be limited to related attorneys' fees,regardless of whether suit is brought. Such late fee shall be in addition to any interest payable by Lessee as set forth herein from Lessee's failure to pay any Rent due hereunder. In the event that any check, bank draft, order for payment or negotiable instrument given to Lessor for any payment under this Lease shall be dishonored for any reason whatsoever not attributable to Lessor, Lessor shall be entitled to charge Lessee an adrninistrative charge of Fifty Dollars ($50.00). In addition,Lessor shall be reimbursed by Lessee for any costs incurred by Lessor as a result of said instrument being dishonored. ARTICLE V Non-Subordination Section 5.01 Non-Subordination. Notwithstanding anything to the contrary contained in this Lease, the fee simple interest in the Dermsed Premises shall not be subordinated to any leasehold mortgage,lien or encumbrance of any nature. Furthermore,the Lessor's right to receive payment or performance under the ternis of this Lease or adherence to any of its conditions or to the Affordable Restrictions (or performance under or adherence to the tenlas of any Sublease or related instrument)shall not be subordinated to any debt or equity financing, leasehold mortgage, lien,encumbrance or obligation of any nature whatsoever, ARTICLE VI Payment oflaxes and Utilities Section 6.01 Lessee"s---Ob U906 Ions. As additional Rent, the Lessee shall pay and - - discharge,as they become due,promptly and before delinquency.all taxes,assessments,water and sewer rents, rates and charges, transit taxes, charges for public utilities, excises, levies, licenses and Permit fees and other governmental charges,general and special,ordinary and extraordinary, unforeseen and foreseen, of any kind and nature whatsoever, which at any time during the Terrn of this Lease may be assessed, levied, confirrned, imposed upon, or grow or become due and payable out of or in respect of,or become a lien on,the Dernised Premises.or otherwise arise out of the revenues received by the Lessee from the sale of the Affordable Housing Unit to Sublessees, or be associated with any document (to which the Lessee is a party) creating or transferring an interest or estate in the Demised Premises. With regard to special assessments,if the right is given to pay either in one sum or in installments,Lessee may elect either mode of payment and Lessee's election shall be binding on Lessor, Section 6.02 Sublessee's Obligations. As additional Rent,any Sublessee shall pay and Page 8 Of 45 2176 hftps://or.monroe-clerk.com/LandmarkWeb/search/index?theme=.blue&section=searchCriteriaBookPage&quickSearchSelection=# 12/29/23,2:45 PM Landmark Web Official Records Search Doc.#2446009 Page Number:9 of 45 discharge,as they become due,promptly and before delinquency,all taxes,assessments.water and sewer rents, rates and charges, transit taxes, charges for public utilities, excises, levies, licenses and pen-nit fees and other Bove mental charges,general and special,ordinary and extraordinary, 9 unforeseen and foreseen.of any kind and nature whatsoever,-which at any time during the term of this Lease may be assessed,levied,confirmed,imposed upon,or grow or become due and payable out of or in respect of, or become a lien on,the Sublessee's interest in the remised Premises, or otherwise arise out of the revenue received by Sublessee from the sale of their Affordable Housing Unit, or be associated with any document (to which the Sublessee is a party) creating or transferring an interest or estate in the respective portion of the Dernised Premises. Section 6.03 Oblioations Altered. Nothing herein shall require the Lessee to pay municipal, state, or federal income taxes assessed against the Lessor, municipal, state, or federal capital levy, estate, gift, succession, inheritance or transfer taxes of the Lessor, or Lessor's legal representative, corporate franchise taxes imposed upon any corporate owner of the fee of the re iced Premises;provided,however,that if at any time during the term of this Lease the methods of taxation prevailing at the commencement of the to hereof shall be altered so as to cause the whole or any part of the taxes, assessments, levies, impositions or charges now levied., assessed and imposed, wholly or partially as a capital levy,or otherwise, on the rents received therefrom, or of any tax, corporation franchise tax, assessments, levy (including, but not limited to any municipal, state or federal levy), imposition or charge, or any part thereof, shall be measured by or based in whole or in part upon the remised Premises and shall be imposed upon the Lessor, then all such taxes,assessments, levies. impositions or charges, or the part thereof so measured or based, shall be paid and discharged by the Lessee, All rebates on account of any taxes, rates, levies,charges or assessments required to be paid shall belong to Lessee. Section 6.04 Mode of Payment. The Lessee (and any Sublessee, as to their specific interests in the Dernised Premises) shall pay the taxes and other charges as enumerated in this Article VI and shall deliver official receipts evidencing such payment to the Lessor (Sublessees shall only deliver receipts as may be required by the Affordable Restrictions),which payment of taxes shall be made and the receipts delivered,at least thirty(30)days before the tax, itself,would become delinquent in accordance with the law then in force governing the payment of such tax or taxes. If, however, the Lessee desires to contest the validity of any tax or tax claim, the Lessee may do so without being in default hereunder,provided the Lessee gives the Lessor notice of the Lesece!s intention to do so and furnishes the Lessor or the applicable govern mental agency with a bond with a surety made by a surety company qualified to do business in the State of Florida or pays cash to a recognized escrow agent in Monroe County,one and one half(1 '/2)times the amount of the tax item or items intended to be contested, conditioned to pay such tax or tax items when the validity thereof shall have been determined, and which written notice and bond or equivalent cash shall be given by the Lessee to the Lessor,not later than sixty(60)days before the tax item or items proposed to be contested would otherwise become delinquent. Section 6.05 Lessee's Default. If the Lessee shall fail, refuse or neglect to make any of the payments required in this Article, then the Lessor may, but shall not be required to, pay the same and the amount or amounts of money so paid, including reasonable attorneys' fees and expenses which might be reasonably incurred because of or in connection with such payments, Page 9 Of 45 2177 hftps://or.monroe-clerk.com/LandmarkWeb/search/index?theme=.blue&section=searchCriteriaBookPage&quickSearchSelection=# 12/29/23,2:45 PM Landmark Web Official Records Search Doc.#2446009 Page Number: 10 of 45 together with interest on all such amounts,at the highest rate allowed by law shall be repaid by the Lessee to the Lessor,upon the demand of the Lessor,and the payment thereof may be collected or enforced by the Lessor in the same manner as though such amount were an installment of Rent specifically required by the terms of this Lease to be paid by the Lessee to the Lessor, upon the day when the Lessor dernands repayment thereof or reimbursement therefor of and from the Lessee;but the election of the Lessor to pay such taxes shall not waive the default thus committed by the Lessee. Notwithstanding the foregoing,Lessee shall have the right to contest any taxes and assessments levied against Lessee; and provided Lessee files the appropriate documentation to contest said tax or assessment,Lessee shall not be in default of this Lease or obligated to pay any interest or other penalties to Lessor. Nothing herein shall be construed to prevent or inhibit the assessment measures and collection remedies lawfully available to any taxing authority. Section 6,06 Sublessee's Default. If a Sublessee shall fail,refuse or neglect to make any of the payments required in this Article,then his Lessor may,but shall not be required to,pay the same, and the amount or amounts of money so paid, including reasonable attomeys' fees and expenses which might be reasonably incurred because of or in connection with such payments, together with interest on all such amounts,at the highest rate allowed by law shall be repaid by the Sublessee to the Lessor,upon the demand of the Lessor,and tile payment thereof may be collected or enforced by the Lessor in the same manner as though such amount were an installment of Rent specifically required by the terms of this Lease to be paid by the Sublessee to the Lessor,upon the day when the Lessor demands repayment thereof or reimbursement therefor of and from the Sublessee, but the election of the Lessor to pay such taxes shall not waive the default thus committed by the Sublessee. Notwithstanding the foregoing, Sublessee shall have the right to contest any taxes and assessments levied against Sublessee; and provided Sublessee files the appropriate documentation to contest said tax or assessment, Sublessee shall not be in default of this Lease or obligated to pay any interest or other penalties to Lessor, Nothing herein shall be construed to prevent or inhibit the assessment measures and collection remedies lawfully available to any taxing authority. Section 6.07 Proration. The foregoing notwithstanding,the parties hereto understan d and agree that the taxes for the first year (beginning on the Effective Date) and the last year of the Term shall be prorated proportionately between the Lessor and the Lessee, Section.6. p raiser to IZespeci fiect caf ff rd blc IZestric Tomas. It is the intent of the parties that any appraisal of any portion of the Demised Premises for taxation,public assessment or utility service purposes fully reflect the effect of this Lease and the Affordable Restrictions on the lawfully realizable value of relevant portion(s)appraised, or where permissible by state law, "income approach",or other method of calculation. ARTICLE V11 Mechanic's Liens Section 7.01 No Lien. Neither the Lessee nor any Sublessee shall have the power to Page 10 Of 45 2178 hftps://or.monroe-clerk.com/LandmarkWeb/search/index?theme=.blue&section=searchCriteriaBookPage&quickSearchSelection=# 12/29/23,2:45 PM Landmark Web Official Records Search Doc.#2446009 Page Number: 11 of 45 subject the interest of the Lessor in the Demised PrCrmses to any mechanic's or materialmen's lien of any kind, Section7.02 Releaseoflicn, Neither the Lessee nor any Sublessee shall permit or suffer to be filed or claimed against the interest of the Lessor in the Dernised Premises during the continuance of this Lease any lien or claim ol'any kind,and if such lien be claimed or filed,it shall he the duty of the Lessee,or the Sublessee,to which the lien or claim is attributable,within thirty (30)days after the Lessee or Sublessee shall have been given written notice of such a claim having been filed,or within thirty(30)days after the Lessor shall have been given written notice of such claim and shall have transmitted written notice of the receipt of such clairn unto the Lessee or Sublessee, as the case may be.. (whichever thirty (30) day period expires earlier) to cause the respective portion of the Dernised Premises to be released from such claim.either by payment or by the posting of bond or by the payment to a court of competent jurisdiction of the arnount necessary to relieve and release the relevant portion of the Dernised Premises from such claim,or in any other manner which, as a matter of law, will result, within such period of thirty (30)days, in releasing the Lessor and the title of the Lessor from such claim; and the Lessee covenants and agrees, with respect to any fien or claim attributable to it,within such period of thirty (30) days, so as to cause the affected portion of the Dernised Premises and the Lessor's interest therein to be released from the legal effect of such claun, Section 7.03 Lessee's Default. If the Lessee shall fail, refuse, or neglect to perform its obligations as required in this Article, then the Lessor may, but shall not be required to, pay, any sums required to cause the Dermsed Premises and the Lessor's interest therein to be released from the legal effect of such claim and the amount or amounts of money so paid, including reasonable attorneys' fees and expenses which might be reasonably incurred because of or in connection with such payments,together with interest on all such amounts at the highest rate allowed by law,shall be repaid by the Lessee to the Lessor, upon the demand of the Lessor, and the payment thereof may be collected or enforced by the Lessor in the same manner as though such arnourit were all installment of dent specifically required by the to of this Lease to be paid by the Lessee to the Lessor, upon the day when the Lessor demands repayment thereof or reimbursement therefor of and from the Lessee,but the election of the Lessor to pay such amount shall not waive the default thus committed by the Lessee. Section 7.04 Sublessee's Default, If the Sublessee shall fail,refuse,or neglect to perform its obligations as required in this Article,then the Lessor may,but shall not be required to,pay any sums required to cause the Dermsed Premises and the Lessor's interest therein to be released from the legal effect of such claim and the arriount or amounts of money so paid, including reasonable attorneys' fees and expenses which might be reasonably incurred because of or in connection with such payments,together with interest on all such amounts at the highest rate allowed by law,shall be repaid by the Sublessee to the Lessor,upon the dernand of the Lessor,and the payment thereof may be collected or enforced by the Lessor in the same manner as though such amount were an installment of beast specifically required by the terms of this Lease to be paid by tile Sublessee to the Lessor,upon the day when the Lessor dernands repayment thereof or reimbursement therefor of and from the Sublessee; but the election of the Lessor to pay such amount shall not waive the default thus committed by the Sublessee. Page 11 Of 45 2179 hftps://or.monroe-clerk.com/LandmarkWeb/search/index?theme=.blue&section=searchCriteriaBookPage&quickSearchSelection=# 12/29/23,2:45 PM Landmark Web Official Records Search Doc.#2446009 Page Number: 12 of 45 ARTICLE VIII Governing Law. Cumulative Remedies Section 8,01 Governing T n-7 All of the rights and remedies of the respective parties relating to or arising under this instrument and any related documents shall be governed by and construed under the laws of the State of Florida, Section 8,02 Cumulative Remedies. All ri-ahts and remedies accruing to the Lessor shall be assignable in whole or in pail and be cumulative;that is,the Lessor may pursue such rights as the law and this Lease afford to it in whatever order the Lessor desires' and the law permits. Lessor's resort to any one remedy in advance of any other shall not result in waiver or compromise of any other remedy. ARTICLE IX Indemnification of Lessor Section 9,01 Indemnification bX1Lessce. Dearing the Terur of the Lease. Lessee will indemnify, defend and save harmless the Lessor against any and all claims, debts,'dernands or obligations which may be made against the Lessor or against the LessWs title in the Dernised Premises, arising out of, or in connection with, or in any way related to the Dernised Premises, except to the extent such claims may he caused by the gross negligence or intentional misconduct of the Lessor(or its agents or employees in the conduct of work for or it the direction of the Lessor) with respect only to any duty or obligation Lessor expressly assumes with respect to any portion of'the Dernised Premises, none of which duties and obligations are so assumed herein. If it becomes necessary for the Lessor to respond to any claim, demand or unanticipated matter or to defend any action seeking to impose any such liability,the Lessee will pay the Lessor all costs of court and reasonable attorneys' fees incurred by the Lessor in effecting and preparing for such response or defense in addition to any other reasonable sums which the Lessor may be called upon to pay by reason of the entry of a judgment against the Lessor in any proceeding in which such claim is asserted, Notwithstanding the foregoing, it is hereby acknowledged that, except as otherwise provided in Section 12,01, upon completion of the construction and sale or assignment of any portions of the Prqject in accordance with this Lease,Initial Lessee shall be released from any and all liability related to such transferred portions of the Dernised Premises and the subsequent use thereof by the Sublessees, their employees, agents, contractors, guests or invitees, including without limitation any death, injury or damage to person or property in or about the transferred portions of the Demised Premises,except as otherwise set forth herein. However.this release shall not constitute a release or waiver of Lessor's rights,t� , if any, or possible entitlement to insurance coverages required by this Lease. Page 12 Of 45 2180 hftps://or.monroe-clerk.com/LandmarkWeb/search/index?theme=.blue&section=searchCriteriaBookPage&quickSearchSelection=# 12/29/23,2:45 PM Landmark Web Official Records Search Doc.#2446009 Page Number: 13 of 45 Lessor shall not be liable to Lessee, or to Lessee's assignees or Sublessees or their employees, agents, contractors, guests or invitees Ior any death, injury or damage to person or property in, about or relating to the Demised Premises, Lessee,on its and its assignees' and their successors in interests' behalves, including any future, Sublessees,or grantees or licensees of the Initial Lessee or, or any guests, invitees or tenants of any of the foregoing, hereby assumes and covenants for its own and their own acceptance ol'sole responsibility and liability to all persons for death, injury or damage related to or arising from the ownership, possession, occupancy and for use of any portion of the Dernised Premises, and also, for all such future occupants, owners, Lessees,Sublessees,tenants,guests,invitees and licensees,waives and releases forever all claims, demands and causes of action against Lessor and its officers, employees, agents, successors, assigns,contractors and representatives for loss of life or injury to person or property,of whatever nature. Section 9.02---Insurance, On the Effective Date the Lessee shall cause to be written and put in full force and effect a policy or policies of insurance as noted in Article X insuring the Lessee against any and all claims and demands made by any person or persons whomsoever for death,iqiuries or darnages received in connection with the possession,operation and maintenance of the Demised Premises, All such policies shall name the Lessee and the Lessor(and any lender holding a mortgage on the Demised Premises), as their respective interests may appear, as the persons insured by such policies. Any loss adjustment shall require the written consent of both the Lessor and Lessee. Section 9.03_Policy, LiMit CbAilggs. The policy limits for the comprehensive liability insurance may be reviewed by Lessor every five (5) years and adjusted upward, if, in the reasonable discretion of Lessor such increase in coverage is prudent or if similar projects have begun to require greater insurance coverage, ARTICLE X Insurance Section 10.0 1 Pro n-rt- Insurance. From and after the Effective Date, the Lessee will keep insured any and all buildings and improvements upon the Demised Premises against all loss or damage by fire,flood and windstorm,together with"all risks" 'extended coverage;"which said insurance will be maintained in an amount sufficient to prevent any party in interest from being or becoming a co-insurer on any part of the risk, which amount shall not be less than the full Replacement Cost valUe of the relevant portions of the Demised Premises,and all of such policies of insurance shall include the name of the Lessor as an additional insured and shall fully protect both the Lessor and the Lessee as their respective interests may appear. In the event of destruction of buildings or improvements by fire,flood,windstorm or other casualty for which insurance shall be payable and as often as such insurance money shall have been paid to the Lessor and the Lessee, said sums so paid shall be deposited in a joint account of the Lessor and the Lessee in a bank designated by the Lessee and located in the County in which the Demised Premises is located,and shall be made available to the Lessee for the construction or repair(including any inodification to the improvements sought by the Lessee and approved in writing by the Lessor with Lessor's Page 13 Of 45 2181 hftps://or.monroe-clerk.com/LandmarkWeb/search/index?theme=.blue&section=searchCriteriaBookPage&quickSearchSelection=# 12/29/23,2:45 PM Landmark Web Official Records Search Doc.#2446009 Page Number: 14 of 45 approval not unreasonably withheld),as the case may be,of any building or buildings darnaged or destroyed by fire,flood,windstorm or other casualty for which insurance money shall be payable and shall be paid out by the Lessor and the Lessee from said joint account from time to time on the estimate of any reliable architect licensed in the State of Florida officially overseeing of such reconstruction and repair, certifying that the amount of such estimate is being applied to the payment of the reconstruction or repair and at a reasonable cost therefor,provided., however, that the total amount of money necessary for the reconstruction or repair of any building or buildings destroyed or damaged has been provided by the Lessee for such purpose and its application for such purpose assured. In the event of the destruction or damage of the improvements located on the Dermsed Premises, or any part thereof, and as often as any portion of said Demised Premises shall be destroyed or damaged by Fire, flood,windstorrn or other casualty,the Lessee shall,within fifteen (115) months from the date ol'wash damage or destruction, rebuild and repair the same in such manner that the buildings or improvements so rebuilt and repaired, and the personal property so replaced or repaired, shall be of the same or of a value higher than were the buildings or improvements and the personal property prior to such damage or destruction, and Lessee shall diligently prosecute the reconstruction or repairs without delay and have the same rebuilt and ready for occupancy as soon as reasonably possible after the time when the loss or destruction occurred. The 15-month period for reconstruction shall be enlarged by delays caused without fault or neglect on the part of the Lessee, by act of God, strikes, lockouts, or other conditions(other than matters of refinancing the property)beyond the Lessee's control. Not.,vvith standing the foregoing,and only with respect to insurance proceeds, the provisions of any leasehold mortgage substantially comporting with CLIstornary institutional lending industry standards and the foregoing Lessor's interests shall control as to the use and disbursement of insurance funds for reconstruction of the improvements in the event of any casualty or damage to such improvements. While the Pro'ject, or any replacement thereof, is in the course of construction, and whenever appropriate while any alterations are in the course of being made,the aforesaid fire and extended coverage insurance shall be carried by I.,essee in builder's risk form written on a completed value basis. Notwithstanding anything to the contrary in the immediately preceding paragraph, in case of destruction of all of the improvements on the Dernised Premises from any cause so as to make the Affordable Housing Unit untenantable OCCUITing during the last ten (10)years of the"ferm of this Lease, lessee, if not then in default under this Lease and if there is no leasehold mortgage or other similar encumbrance on the Lessee's interest in the Demised Premises,may elect to terminate this Lease by written notice to Lessor within thirty(30)days after the occurrcnee of the destruction, In the event of termination, there shall be no obligation on the part of Lessee to restore or repair the improvements on the Dernised Premises, nor any right of the Lessee to receive any proceeds collected under any insurance policies covering, the improvements, If Lessee elects not to terTninate this Lease in the event of destruction during the last ten (10) years of this Lease, the proceeds of all insurance covering the improvements shall be made available to Lessee for repairs, and Lessee shall be obligated to repair as set-forth above. Page 14 Of 45 2182 hftps://or.monroe-clerk.com/LandmarkWeb/search/index?theme=.blue&section=searchCriteriaBookPage&quickSearchSelection=# 12/29/23,2:45 PM Landmark Web Official Records Search Doc.#2446009 Page Number: 15 of 45 Section 10,02 Commercial General Liability, 1n,,urnnr,- The Initial Lessee shall maintain Commercial General Liability Insurance beginning on the ElTective Date and continuing during the entire Term of this Lease, The Commercial General Liability Insurance shall cover those sources of liability which would be covered by the latest edition of the standard Commercial General Liability Coverage Form [ISO Form CG 00-01] as filed for use in Florida without the attachment of restrictive endorsements other than the elimination of medical payments and fire damage legal liability, General Aggregate $300,000 Each Occurrence $300,000 Contractual Liability $300,000 Additional Named Insured: Lessor, or its assigns or designees, as from time to time designated by written notice to Lessee,, shall be included as additional insureds for Commercial General Liability, Section 10.03 Env The Lessee and/or its contractors acknowledge that the performance of this Lease is,or maybe,subject to Federal, State and local laws and regulations enacted for the purpose of protecting, preserving or restoring the environment, The Lessee shall,at the sole cost of the Lessee or its contractors,be responsible for full compliance with any such laws or regulations. Section 10.04 Other Insurance. Lessee shall maintain such other insurance and in such amounts as rnay from time to time be reasonably required by the Lessor against other insurable hazards which at the time are commonly insured against in the case of construction of buildings and/or in the case of premises similarly situated, due regard being or to be given to the location, construction, use and occupancy, In the event the Lessee believes the Lessor's requirement for such additional insurance is unreasonable the reasonableness of Lessor's request shall be determined in accordance with the rules of the American Arbitration Association, Such determination as to the requirement of coverage and the proper and reasonable limits for such insurance then to be carried shall be binding on the parties and such insurance shall be carried with the Inuits as thus determined until such limits shall again be changed pursuant to the provisions of this Section. 'rhe expenses of such determination shall be borne equally by the pal-ties. This procedure may only be requested on each five(5)year anniversary date of the Lease. Section 10.05 Proceeds Pay- A to I4Jort ga ec. If any mortgagee holding a mortgage created pursuant to the provisions of Article XV elects, in accordance with the to of such mortgage, to require that the proceeds of any casualty insurance be held by and paid Out by the mortgagee,then such payment may be made,but in such event,it shall still be obligatory upon the Lessee to create the complete fund with the leasehold mortgagee in the manner set forth in this Article to assure complete payment for the work of reconstruction and repair. Any mortgagee holding insurance proceeds shall require that such proceeds are properly used to ensure repairs, but any mortgagee shall not be liable for misuse of funds by Sublessee or Lessee. —Section 1-0,-.06 Dama-es,Insurance Proceeds- Joint Bank Account. Any excess of money Page 15 Of 45 2183 hftps://or.monroe-clerk.com/LandmarkWeb/search/index?theme=.blue&section=searchCriteriaBookPage&quickSearchSelection=# 12/29/23,2:45 PM Landmark Web Official Records Search Doc.#2446009 Page Number: 16 of 45 received fro insurance remaining in the joint bank account after the reconstruction or repair of such building or buildings, if the Lessee is not in default, shall be paid to the Lessee. In the case of the Lessee not entering into the reconstruction or repair of the building or buildings within a period of six (6) montlis from the date of payment of the loss, after damage or destruction occasioned by lire,windstorm,flood or other cause,and diligently prosecuting the same with such dispatch as may be necessary to complete the same in as short a period of time as is reasonable under the circumstances after the occurrence of such damage or destruction, then the amount so collected, or the balance thereof remaining in the joint account, as the case may be, shall be paid to the Lessor and it will be at the Lessor's option to terminate the Lease, unless terminated by Lessee within the last ten (10) years of the Lease as set forth above, and retain such aniount as liquidated and agreed upon damages resulting frown the failure of the Lessee to promptly, within the time specified,complete such work of reconstruction and repair. Section 10.07 Direct RPnAvmvnt, The foregoing notwithstanding, in the event the insurance proceeds are the sum of One Hundred 1"housand and 00/100 Dollars ($100,000.00)or less, then such proceeds shall be paid directly to the Lessee without the necessity of creating the joint bank account, and Lessee shall use such funds to make the replacements or repairs. Lessee shall provide proof satisfactory to Lessor that repairs are completed as required within fifteen(15) months from the date of such damage or destruction, miles's said period is enlarged by delays caused without fault or neglect on the part of the Lessee. Section 10.08 General Re uirennents. All insurance to be provided by Lessee under this Lease shall be effected under valid and enforceable policies in such forms, issued by insurers of recognized financial responsibility qualified to do business in Florida which have been approved by Lessor, which approval shall not be unreasonably withheld. All policies of insurance provided for in this Article shall,to the extent obtainable,contain clauses or endorsements to the effect that (i)no act or negligence of Lessee or anyone acting for Lessee or tot any Sublessee or occupant of the Demised Premises which might othemise result in a forfeiture of such insurance or any part thereof shall in any way affect the validity or enforceability of such insurance insofar as Lessor, and that(ii)such policy of insurance shall not be changed or cancelled without at least thirty(30) days written notice to the Lessor, and that (iii) the Lessor shall not be liable for any prermurns thereon or subject to any assessments thereunder. Section 10.09 SUbse uent Lessees Assignees, Sublessees and Grantees. Any parties who subsequently become holders of any title or possessory interest to a portion of' the Dernised Premises, shall upon request provide, in a fora satisfactory to Lessor, proof of custornatil and reasonable insurance adequate and sufficient to cover and protect all interests of the Lessor as set forth in this Article X,at least to the extent and value ortbat subsequent interest holder's insurable interest. The same or similar procedures for the use and application of insurance proceeds as set forth above may be required for subsequent interest holders and the same remedies available to Lessor for Initial Lessee's failure to comply with such insurance requirements shall be available to Lessor with respect to any future interest holders. Future interest holders (including all Sublessees)shall name Lessor as an additional insured on any required insurance policies. Page 16 Of 45 2184 hftps://or.monroe-clerk.com/LandmarkWeb/search/index?theme=.blue&section=searchCriteriaBookPage&quickSearchSelection=# 12/29/23,2:45 PM Landmark Web Official Records Search Doc.#2446009 Page Number: 17 of 45 ARTICLE X1 Insurance Premiums Section I-L01'-- Insurance Premiums. The Lessee shall pay premiu ms for all of the insurance policies which the Lessee is obligated to carry under the terms of this Lease, In the event Lessee fails to obtain and pay for the necessary insurance, Lessor shall have the right, but not the obligation,without notice to Lessee,to procure suet insurance andl'or pay the premiums of such insurance, in which case Lessee shall repay Lessor immediately upon demand by Lessor as additional Rent, The Lessor shall have the same rights and remedies with respect to procurement of such insurance and/or payment of such insurance premiums in the event a future subsequent partial interest holder(e.g, Sublessee)fails to obtain and pay for the necessary insurance. ARTICLE X11 Assn mment/Transfer Section 12.01 nt Assi Id Birne ---------- ------ t,)),,Initial Lessee, Without the written consent of Lessor,Initial Lessee shall not assign or sublet any portion of the Eternised Premises,or change management of the Demised Premises, except as otherwise provided herein. Notwithstanding the foregoing, Lessor acknowledges and agrees that the Affordable Housing Unit is to be developed as a unit for sale or rent to moderate or lesser income qualified third parties, as defined in the Affordable Restrictions. Therefore, the Affordable Housing Unit may be sold, rented and occupied without the Initial Lessee obtaining consent from Lessor for such sale/subletting, provided that Initial Lessee shall follow the auidelines set lbrth herein. In the event the Affordable Housing Unit is to be rented to a qualified third party,by Initial Lessee,said Unit shall only be rented at rates allowable tinder the Affordable Restrictions for moderate or lesser income qualified third parties. Notwithstanding the foregoing,a sublessee or owner of a Unit may not exceed an income level of one hundred sixty percent(160%)of area mean income ("AMI"). The Parties acknowledge that the Monroe County Comprehensive Land Plan Authority ("MCLA") provided ftinding for the Demised Premises and as such the Demise d Premises and occupants who lease or own thereon are bound by the to and restrictions set forth in F.S. Section 380,0666.In the event that a sublessee or an owner of a Unit exceed the 160%of AMI in any given calendar year, then such tenant or sublessee shall have one (1)year from such determination to dispose of the unit by way ot'a sale or sublease to a qualified sublessee or owner. Additionally. in the event Initial Lessee retains ownership of the Affordable Housing I.-Jrnt for rental purposes, Initial Lessee shall have the right to assign its duties as property manager for said Units to a third party without obtaining consent from Lessor, In the event that F.S. 380,0666 is amended to retrieve the 160%cap on homeowner income levels then the amended statute shall control regardless of whether that is less restrictive than at the time this Lease is entered into. Upon the transfer/sale of each Affordable Housing Unit to be sold by Initial Lessee,or any, successor Lessee hereunder, Lessor or its designee shall attom to the rights of Initial Lessee, or subsequent Lessee, as the case may be, with respect to each transferred/sold Affordable Housing Unit, Any proceeds received by Initial Lessee front the sale or the Aficrdable Housing Unit shall Page 17 Of 45 2185 hftps://or.monroe-clerk.com/LandmarkWeb/search/index?theme=.blue&section=searchCriteriaBookPage&quickSearchSelection=# 12/29/23,2:45 PM Landmark Web Official Records Search Doc.#2446009 Page Number: 18 of 45 remain the property of the Initial Lessee unle ss unt s otherwise roviLe In colijunction and contemporaneously with the sale or transfer of each Affordable Housing Unit, Initial Lessee, or any successor Lessee, shall ensure the release of any and all mortgage, mechanic's lien or other similar claims with respect to the relevant portion of the Dernived Premises other than new Sublessee purchase money,mortgages and the like, as such may,be peimitted by Article XV. Upon the foregoing contemplated assignments by Initial Lessee, the Affordable Housing LJnit owners(as Sublessees)shall assume and thereby be assigned Lessee responsibilities to Lessor for their respective portions of the Demised Premises, releasing Initial Lessee from same for all such portions,except for design and construction defect liability for which developers/builders are otherwise responsible under Florida law. Sublessees, however, shall not he construed to have assumed or have assigned to them by this provision any indemnification duty to Lessor relating to any portions of the Demised Premises for which they hold no interest. Notwithstanding the foregoing, Initial Lessee's right to find or identify a qualified purchaser, as set forth below, shall attom to the Lessor(unless assigned by Lessor as set forth below) and the Initial Lessee shall be released from further duty or responsibility to the Lessor for the resale of the Affordable HOUSiDg Unit. It is hereby acknowledged that Lessor shall have the right to assign any of its duties and rights related to the assignment of Subleases, i.e. finding a qualified purchaser for resales, or renters in the case of rental units (unless the rental units are owned by Initial Lessee and Initial Lessee chooses to manage the retained units, then in such event Initial Lessee shall have the right to find qualified renters for said rental units where that right is not in conflict with the Affordable Restrictions), to the Monroe County Housing Authority, or to any other governmental entity or profit or non-profit organization designated and approved by Lessor. In the event such duties or rights are assigned,reference to"Lessor"in this Section 12.01 shall also reler to any,assignee. Section 12.02 initial Sale/Lease of Unit By Qevcl2ner,'Inztial Lessee, Initial Lessee shall be authorized to sell the Affordable Housing t1nit to individuals qualified to own/occupy the Affordable Housing Unit and subject to all other affordable housing covenants of record. Notwithstanding anything contained herein to the contrary, all purchasers/Sublessees of such Affordable Housing Unit shall meet Monroe County's requirements of moderate or lesser income affordable housing, adjusted for family size, and any other applicable Affordable Restrictions. Initial Lessee shall upon Lessor's request provide verification in a form and manner reasonably determined by Lessor that purchasers/sublessees/tenants for all Affordable Housing Units meet the requirements herein. Section 12.03 Assummenti'Transfer by Sublessees. At such time as any individual Unit Owner or Sublessee desires to sell, assign or otherwise transfer the Affordable Housing Unit and interests, the Sublessee shall be required to follow the procedures set forth herein and any procedure that may be set forth in the Affordable Restrictions, and any conveyance, transfer or other disposition and the acceptance of such transfers shall be automatically deerned an agreement to the conditions set forth herein. Section 12.04 Rectufired Notice of Restrictions. Any conveyance,lease,assignment,grant or other disposition of any interest made with respect to any portion of the Demised Premises, , other than those mortgage interests provided for in Article XV,shall contain the following required Page 18 Of 45 2186 hftps://or.monroe-clerk.com/LandmarkWeb/search/index?theme=.blue&section=searchCriteriaBookPage&quickSearchSelection=# 12/29/23,2:45 PM Landmark Web Official Records Search Doc.#2446009 Page Number: 19 of 45 Notice of Restrictions in a conspicuous location on the upper one-half of the first page of the relevant instrument effectuating the interest in bold capital typed letters greater than or equal to 14 point font: NOTICE OF RESTRICTIONS ANY INSTRUMENT OF CONVEYANCE, LEASE, ASSIGNMENT, GRANT OR OTHER DISPOSITION OF ANY INTEREST IN OR TO ANY PORTION OF THE DEMISED PREMISES OR TO ANY IMPROVENWNTS ERECTED THEREON WILL BE SUBJECT TO CER` ,41N RESTRICTIONS INCLUDING BUT NOT LIMITED TO RIGHTS OF FIRST RE,FUSAL, USE, OCCUPANCY, INCOME WHICH MAY NOT EXCEED 160% AMI PURSUANT TO F.S. 380.0666 AS AMENDED FROM TIME TO TIME DURING THE COURSE OF ONN'NE RSHIP OR RENTAL, MEANS, RESALE PRICE,RENTAL AND MORTGAGE LIMITATIONS,INCLUDING BUT NOT LIMITED TO THOSE SET FORTH IN OFFICIAL RECORDS BOOK,PAGE OF THE PUBLIC RECORDS OF MONROE COUNTY,FLORIDA. The recorded book and page of the first recorded page of this Lease and, for recordable sale or sublease instruments shall be set forth in the Notice of Restrictions, Any instrument of conveyance, lease, assignment or other disposition made without following the notice procedures set forth herein shall be void and confer no rights upon any third person,though such instruments may in some cases be validated by fully correcting them according to procedures established by Lessor, as determined in Lessor's sole discretion, so as to ensure compliance with the public affordability purposes furthered by this Lease and the Affordable Restrictions. Section 12.05 Follow-on Sales and First Refusal. Unless authorized by the Affordable Restrictions or unless otherwise as set forth in subsection e,, below, or in another provision herein, rental of the Affordable Housing Unit is prohibited. In order for an owner or subsequent owner to sell the Affordable Housing Unit and assign their Sublease they shall be required to comply with the following: a. Sublessee shall notify the Lessor or its designee in writing,of their desire to sell the .Affordable Housing Unit and assign the sublease. said notice hereinafter referred to as a"'Transfer Notice," The Transrer Notice shall include the proposed purchase price for the Affordable Housing Unit, and any other compensation pen-nitted the Seller relating to the proposed sale, which shall be in accordance with the Affordable Restrictions. Undisclosed compensation to a Seller or to any other party is prohibited and where it is found to have existed with respect to any transaction, the amount thereof shall be recoverable in law and equity from any party to or facilitating and benefiting from such transaction with knowledge thereof Lessor reserves,to itself and to its designees,all legal and equitable rights it deems necessary or appropriate to ensure that all portions of the Demised Premises are Page 19 Of 45 2187 hftps://or.monroe-clerk.com/LandmarkWeb/search/index?theme=.blue&section=searchCriteriaBookPage&quickSearchSelection=# 12/29/23,2:45 PM Landmark Web Official Records Search Doc.#2446009 Page Number:20 of 45 used for Affordable Housing,the purpose for which they were intended, including but not limited to termination of the sublease for any portion of the Dernised Premises and forcing sale and reassignment of any improvements thereon, d. Lessor shall be deemed reasonable in withholding its approval for any proposed sale if the contract to. and proposed purchaser do not meet requirements set forth herein or in the Affordable Restrictions. After the Lessor has reviewed and approved a contract, Sublessee shall not have the ability to amend the terms of the contract unless Sublessee obtains Lessor's approval of the amendment as set forth in paragraph c.,above. The Sublessee shall only transfer their interest to approved persons, as defined by the Affordable Restrictions for moderate or lesser income, or to Lessor in the event Sublessee is unable to find a qualified purchaser. e. No Sublessee shall be authorized to enter into a rental agreement for an Affordable Housing Unit containing a term greater than one (1) year, or containing an automatic renewal to that would frustrate Lessor's rights or continued affordability expectations established under this Lease or the Affordable Restrictions.Any rental agreement shall contain the following warning prominently set forth in writine: BY SIGNING THIS RENTAL AGREEMENT THE TENANT AGREES THAT UPON SURRENDER OR ABANDONMENT, AS DEFINED BY CHAPTER 83 FLORIDA STATUTES, THE LESSOR SHALL NOT BE LIABLE OR RESPONSIBLE FOR STORAGE OR DISPOSITION OF THE LESSEE'S PERSONAL PROPERTY. Section-12.06 m y Assiument b Lessor. This Lease is freely assignable by the Lessor,and --------- - upon such assignment, the Lessor's liability shall cease and Lessor shall be released from any further liability. In the event the ownership of the land comprising the Leased Premises is conveyed or transferred (whether voluntarily or involuntarily) by Lessor to any other person or entity,this Lease shall not cease, but shall remain binding and unaffected. Section 12.07 Death of a Unit Owner. In the event the Owner of an Affordable lJousing Unit dies,Lessor shall,unless for good cause shown,consent to a transfer of the leasehold interest to the spouse, children) or other heirs, devisees, legatees or beneficiaries of the Affordable Housing Unit Owner provided that such persons state, in writing, under oath that they have reviewed the to of this Lease and any related documents,and that they understand and accept the terms of this Lease by signing an acknowledgement,which is substantially in a form similar to that attached hereto as Exhibit D. All spouses,heirs,devisees,legatees or other beneficiaries must demonstrate to the Lessor's reasonable satisfaction that they qualify for ownership and/or occupancy of an affected Affordable Housing Unit as provided for under this Lease and in the Affordable Restrictions. All estates and leasehold or other interests granted in or conveyed with respect to any of the Dernised Premises do not extend to any degree so as to limit or inhibit the intent and operation of this Lease and the Affordable Restrictions, it being expressly and irrevocably accepted on behalf of all future Sublessees and all those who would or might succeed to their interests, that these Dernised Premises and each and every portion thereof, for the entire Page 20 Of 45 2188 hftps://or.monroe-clerk.com/LandmarkWeb/search/index?theme=.blue&section=searchCriteriaBookPage&quickSearchSelection=# 12/29/23,2:45 PM Landmark Web Official Records Search Doc.#2446009 Page Number:21 of 45 Term of this Lease,are to be used as affordable housing according to the Affordable Restrictions, In the event the spouse,heirs,devisees,legatees or beneficiaries of a deceased Owner do not meet the requirements for affordable housing, such persons shall not occupy the premises and shall not be entitled to possession, except and only to the extent that, the Lessor permits same, under conditions that it Bete roes furthers the goals and public purposes of this Lease and the Affordable Restrictions, Therefore, in such event, the heirs of the decedent shall, if required by Lessor,transfer their interest in the Affordable Housing Unit in accordance with the provisions of this Article It and cooperate with the Lessor in accomplishing same. It is the intent of this Lease, to the full extent Florida law permits, that constitutional homestead rights not be construed to inhibit or firnit the intended operation of this provision. Section 12,08 Administrative Fees, With the exception of the initial sales by Initial Lessee,the Lessor or its designee shall be entitled to charge three and one-half percent(3 %G)of the Purchase Price(gross compensation however described)for any transferred interest(other than simple security mortgage interests or rental agreements)in which Lessor identified the purchaser, as an administrative fee for coordinating the closing on any,Affordable Housing Unit, said fee to be paid by the selling Unit Owner at the time of closing, This fee does not include other seller and buyer closing related costs such as title insurance,documentary stamps,intangible taxes,prorated taxes, real estate commissions, insurance,homeowners' assessments, loan expenses and the like, or rental management or processing fees for rental units. In the event Lessor was unable to identify a purchaser,Lessor shall still be entitled to an administrative fee of one and one-half percent(1 1/2 %)of the Purchase Price for review of the contract and assistance with coordinating the closing on the Affordable Housing Unit. After the initial sales by Initial 1,essee, the Lessor or its designee shall be authorized to designate closing, escrow and title agents involved in all transactions involving interests subject to this Lease. After the initial sale of each Affordable Housing Unit by Initial Lessee,Lessor or its designee may,initially and from time to time,establish,promulgate, revise and/or waive all or part of such fees related to the administration of this Lease and any Subleases, but in no event may Lessor increase the arnount of administrative fee to an amount in excess of three and one-half percent(3 I/S 1/6)for an owner who purchased his or her Affordable Housing Unit without actual, constructive or regulatory notice of the potential applicability of a greater percentage fee. ARTICLE X111 Condemnation Section 13.01 Eminent Dgmaity, Cancellation. If', at any tirne during the continuance of this Lease,the Derrused Premises or any portion thereof is taken, appropriated or condemned by reason of eminent domain, there shelf be such division of the proceeds and awards in such condemnation proceedings and such abaternent of the Rent and other adjustments made as shall be just and equitable under the circumstances. If the Lessor and the Lessee are unable to agree upon what division,annual abatement of Rcnt or other adjustments as are just and equitable,within thirty(30)days after such award has been made,then the matters in dispute shall be detemlined in accordance with the rules of the American Arbitration Association, Such detentrination made by the arbitration shall be binding on the parties. If the legal title to the entire Demised Premises be Page 21 Of 45 2189 hftps://or.monroe-clerk.com/LandmarkWeb/search/index?theme=.blue&section=searchCriteriaBookPage&quickSearchSelection=# 12/29/23,2:45 PM Landmark Web Official Records Search Doc.#2446009 Page Number:22 of 45 wholly taken by condemnation,the Lease shall be cancelled. Section I��QA �ortioni�nent. A Ithough the title to the building and improvements placed by the Lessee upon the Dernised Premises will on the Termination Date pass to the Lessor, nevertheless, for purpose of condemnation,the fact that the Lessee placed such buildings on the Dernised Premises shall be taken into account, and the deprivation of the Lessee's use (and any use of a Sublessee)of such buildings and improvements shall,together with the Term of the Lease remaining,be an item ofdaniage in detentrining the portion of the condemnation award to which the Lessee or Sublessee is entitled, In general, it is the intent of this Section that, upon condemnation, the parties hereto shall share in their awards to the extent that their interests, respectively, are depreciated, damaged, or destroyed by the exercise of the right of eminent domain. In this connection, if the condemnation is total,the parties agree that the condemnation award shall be allocated so that the then value of the property, as though it were unimproved property, shall be allocated to the Lessor,and the then value of the building or buildings thereon shall be allocated between the Lessor and Lessee after giving due consideration to the number of years remaining in the Tenn of this Lease and the condition of the buildings at the time of condemnation, ARTICLE XIS' Construction Section 14.01 Re uirenrent to Construct Prqj��ct. gi (a) Initial Lessee shall commence construction of the Project no later than one hundred eighty (180)days after the issuance of the building permits necessary for the construction of the Prcject, and shall substantially complete construction of one (1)Affordable Housing Unit within twenty-four (24) months thereafter. The foregoing limitation of time for the completion of the Project may be extended by written agreement between the parties hereto, I (b) During the course of construction of the Project,Initial Lessee shall provide to the Lessor quarterly written status reports on the Project. The Lessor and Initial Lessee shall allow and permit reasonable access to,and inspection of,all documents.,papers,letters or other materials in their possession or under their control where such information is subject to public disclosure under the provisions of Chapter 119,F.S,,or successor or supplemental statutes. However,nothing contained herein shall be construed to render documents or records of Initial Lessee or any other persons that would not be deemed public records under Chapter 119 to be such records only because of this provision, Lessees (but not individual sublessees occupying an Affordable Housing Unit as their primary residence)shall maintain all books..records,and documents directly pertinent to performance under this Lease in accordance with generally accepted accounting principles consistently applied, The County Clerk,State Auditor,or a designee ofsaid officials or of the Lessor,shall, during the ten-n of this Agreement and for a period of five(5)years from the date of terrnination of this Agreement, have access to and the right to examine and audit any Records of the Lessee involving transactions related to this Agreement, Page 22 Of 45 2190 hftps://or.monroe-clerk.com/LandmarkWeb/search/index?theme=.blue&section=searchCriteriaBookPage&quickSearchSelection=# 12/29/23,2:45 PM Landmark Web Official Records Search Doc.#2446009 Page Number:23 of 45 (c) The Project shall be constructed in accordance with the requirements of all laws, ordinances, codes, orders, rules and regulations of all governmental entities having jurisdiction over the Project,including,but not limited to,the Lessor, (d) The Initial Lessee shall apply for and prosecute, with reasonable diligence, all necessary approvals, permits and licenses required by applicable governmental authorities for the construction,development,zoning, use and occupation of the Project. Lessor agrees to cooperate with and publicly support the Initial Lessee's effort to obtain such approvals,permits and licenses, provided that such approvals, permits and licenses shall be obtained at Initial Lessee's sole cost and expense. Nothing - in this Lease is intended to or shall be construed to obviate or lessen any requirements for customary development approvals from any permitting authority, including the Lessor, Nothing in this Lease shall be construed as the Lessor's delegation or abdication of its zoning authority or powers and no zoning approval that Initial Lessee may require to complete its perfon-nance under this Lease has been or shall be deemed agreed to,promise or contracted for by this Lease, (a) Construction of the project on the Demised Premises prior to and during the'Terns of this Lease shall be performed in a good and workmanlike manner,pursuant to written contracts with licensed contractors and in accordance with any and all requirements of local ordinances and with all rules, regulations and requirements of all departments, boards, officials and authorities having jurisdiction thereof, It is understood and agreed that the plans and specifications for all construction shall be prepared by duly qualified architects/engineers licensed in the State of Florida, (f) At all times and for all purposes hereunder, the Initial Lessee is an independent contractori'lessee and not an employee of the Board of County Commissioners of Monroe County or any of its agencies or departments. No statement contained in this Lease shall be construed as to find the Initial Lessee or any of its employees, contractors, servants or agents to be employees of the Board of County Commissioners of Monroe County, and they shall be entitled to none of the rights,privileges or benefits of County employees. No covenant or agreement contained herein shall be deemed to be a covenant or agreement of any member, officer, agent or employee of Monroe County in his or her individual capacity, and no member, officer. agent or employee of Monroe County shall be liable personally on this Lease or be subject to any personal liability or accountability by reason of the execution of this Lease, (g) Initial Lessee agrees that it will not discriminate against any employees,applicants for employment,prospective Sublessees or other prospective fUtUre subinterest holders or against persons for any other benefit or service under this Lease because of their race,color,religion,sex, sexual orientation, national origin, or physical or mental handicap where the handicap does not affect the ability of an individual to perfon-n in a position of employment, and to abide by all federal and state laws regarding non-discrimination. 14.02 Access to the �project and� Ins,Inspection. The Lessor or its duly appointed agents shall have the right, at all reasonable times upon the furnishing of reasonable notice under the circumstances (except in an emergency, when no notice shall be necessary), to enter upon the common area of the Leased Premises to examine and inspect said area to the extent that such access Page 23 Of 45 2191 hftps://or.monroe-clerk.com/LandmarkWeb/search/index?theme=.blue&section=searchCriteriaBookPage&quickSearchSelection=# 12/29/23,2:45 PM Landmark Web Official Records Search Doc.#2446009 Page Number:24 of 45 and inspection are reasonably,justified to protect and further the Lessor's continuing interest in the Dernised Premises, as deten-nined in Lessor's reasonable discretion. Lessor's designees, for purposes of this Article 14,02, shall include city,county or State code or building inspectors, and the like, without limitation. Initial Lessee shall permit building and code inspectors access customary to the perfor.mance of their duties related to projects of the nature conternplated herein, said notice requirements notwithstanding. 14.03 Forced Delay i 2erformance. Notwithstanding any other provisions of`this Lease JL to the contrary,the Initial Lessee shall not be deemed to be in default under this Lease where delay in the construction or performance of the obligations imposed by this Lease are caused by war, revolution, labor strikes, lockouts, riots, floods, earthquakes, fires, casualties, acts of God, labor disputes,.governmental restrictions,,embargoes,litigation(excluding litigation between the Lessor and the Initial Lessee), to aloes, hurricanes, tropical storms or other severe weather events, or inability to obtain or secure necessary labor, materials or tools, delays of any contractor, subcontractor,or supplier,or unreasonable acts or failures to act by the lessor,or any other causes beyond the reasonable control of the Initial Lessee. The firne or perfonnance hereunder shall be extended for the period of any forced delay or delays caused or resulting from any of the foregoing causes. ARTICLE XV Mortgage Financin'6 Section 15.01 ConstructiQn-Financin B L y Initial Lessee, Initial Lessee shall have the right to mortgage its interests in the Dernised Premises. (a) The Initial Lessee shall have the right to encumber by mortgage or other proper instrument Initial Lessee's interest tinder this Lease, together with all buildings and improvements placed by Initial Lessee on the Dernised Premises,to a Federal or State Savings& Loan Association, Bank or Trust Company, Insurance Company, Pension Fund or Trust (or to another private lender so long as the ternis and conditions of the financing from private lender are on substantially similar terms to those then existing by the other lenders referred to in this Section), or to similar lending institutions authorized to make leasehold mortgage loans in the State of Florida, or to any public or quasi-public lender. (b) Until the time any leasehold mortgage(s)shall be satisfied of record.when Riving notice to the Initial Lessee with respect to any default under the provisions of this Lease, the Lessor shall also serve a copy of such notice upon' the Initial Lessee's leasehold mortgagee(s) V� at addresses lbr notice set forth in the mortgage instrument(s)(including assignments thereof) as recorded in the Public Records of Monroe County, Florida. No such notice to the Initial Lessee shall be deemed to have been given unless a copy of such notice has been mailed to such leasehold mortgagee(s), which notice must specify the nature of each such default. Initial Lessee shall provide Lessor with written notice of the book and page number of the Public Records of Monroe County,Florida for each mcs*tgage by which it encumbers the Demised Premises, (c) In case the Initial Lessee shall default tinder any of the provisions of this Page 24 Of 45 2192 hftps://or.monroe-clerk.com/LandmarkWeb/search/index?theme=.blue&section=searchCriteriaBookPage&quickSearchSelection=# 12/29/23,2:45 PM Landmark Web Official Records Search Doc.#2446009 Page Number:25 of 45 Lease,the Initial Lessee's leasehold inortgagee(s)shall have the right to cure such default whether the same consists of the failure to pay Rent or the failure to perform any other matter or thing which the Initial Lessee is required to do or perfort'n and the Lessor shall accept such perfortnance on the part of the leasehold mortgagee(s) as though the same had been done or performed by the Initial Lessee. The leasehold mortgagee(s), upon the date of mailing by Lessor of the notice referred to in subparagraph(b)of this Section 15.01 shall have, in addition to any period of grace extended to the Initial Lessee under the terms and conditions of this Lease for a non-monetary default, a period of sixty (60) days within which to cure any non-monetary default or cause the same to be cured or to commence to cure such default with diligence and continuity; provided, however,that as to any default of the Initial Lessee for failure to pay Rent, or failure to pay any amount otherwise required under the terms of this Lease(e.g., including, but not limited to,taxes or assessments),the leasehold mortgagee(s)shall have thirty(30)days from the date the notice of default was mailed to the mortgagee(s)within which to cure such default. (d) In the event of the termination of this Lease with Initial Lessee for defaults described in this Article XV, or of any succeeding Lease made pursuant to the provisions of this Section 15.01(d) prior to the cure provisions set forth in Section 15.01(c) above, the Lessor will enter into a new Lease of the Demised Premises with the Initial Lessee's leasehold mortgagee(s), or, at the request of such leasehold mortgagee(s),to a corporation formed by or on behalf of such leasehold mortgagee(s) or by or on behalf of the holder of the note secured by the leasehold mortgage, for the remainder of the term,effective on the date of such ternnnation,at the Rent and upon the covenants, agreements, terms, provisions and limitations contained in this Lease, provided that such leasehold mortgagee(s) make written request and execute, acknowledge and deliver to the I-essor such new Lease within thirty(30)days from the date of such termination and such written request and Such new Lease is accompanied by payment to the Lessor of all amounts then due to the Lessor, including reasonable counsel fees,court costs and disbursements incurred by the Lessor in connection with any such default and termination as well as in connection with the execution, delivery and recordation of such new Lease, less the net income collected by the Lessor subsequent to the date of temunation of this Lease and prior to the execution and delivery of the new Lease,and any excess of such net income over the aforesaid sums and expenses to be applied in payment of the Rent thereafter becoming due under such new Lease. Any new Lease referred to in this Section 15,01(d)shall not require any execution, acknowledgement or delivery by the Lessor in order to become effective as against the Lessor(or any Sublessees) and the Lessor (and any Sublessees) shall be deemed to have executed., acknowledged and delivered any such new Lease immediately upon receipt by the Lessor; and such new Lease shall be accompanied by (i) payment to the Lessor all amounts then due to the Lessor of which the leasehold mortgagee(s)shall theretofore have received written notice;and(ii) an agreement by the Icaschold mortgagee(s) ) to pay all other aillounts then due to the Lessor of which the leasehold mortgagee(s) shall not theretofore have received written notice. In addition, immediately upon receipt by the Lessor such new Lease,as provided in this Section 15,01(d),the Lessor shall be deemed to have executed. acknowledged and delivered to the leasehold mortgagee(s) an assignment of all Subleases covering the Dernised Premises which theretofore may have been assigned and transferred to the Lessor and all Subleases under which Sublessees shall be required to attorn to the Lessor pursuant to the terms and conditions of such Subleases or Page 25 Of 45 2193 hftps://or.monroe-clerk.com/LandmarkWeb/search/index?theme=.blue&section=searchCriteriaBookPage&quickSearchSelection=# 12/29/23,2:45 PM Landmark Web Official Records Search Doc.#2446009 Page Number:26 of 45 this Lease. Such assignment by the Lessor shall be deemed to be without recourse as against the Lessor. Within ten(10)days after a written request therefore by the leasehold niortgagee(s),such assignment or assignments shall be reduced to a writing in recordable form and executed, acknowledged and delivered by th M'e Lessor to the leasehold z ortgagee(s). (e) The Initial Lessee's leasehold mortgagee(s) may become the legal owner and holder of this Lease by foreclosure of its(their)mortgage(s)or as a result of the assignment of this Lease in lieu of foreclosure, which shall not require Lessor's consent, whereupon such leasehold mortgagee(s) shall immediately become and remain liable under this Lease as provided in Section 15.01(f)below. (f) In the event that a leasehold mortgagee(s)shall become the owner or holder of the Lessee's interest by foreclosure ol'its(their)mortgage(s)or by assignment of this Lease in lieu of foreclosure or otherwise, the term "Initial Lessee," as used in this Lease,, nicans only, the owner or holder of the Lessee's interest for the time period that such leasehold mortgagee(s)is(are) the owner or holder of the Lessee's interest. Accordingly, in the event of a sale, assignment or other disposition of the Initial Lessee's interest in this Lease by the leasehold mortgagee(s),where leasehold mortgagee(s)took title or ownership of or to any or all of the Initial Lessee's interest in the Lease and/or any portion of the Dernised Premises as a result of foreclosure or acceptance of an assignment in lieu thereof,the leasehold mortgagee(s)shall be entirely freed and relieved of all covenants and obligations of performance relating to construction, marketing and transfer to Sublessees and it shall be deemed and construed, without further agreement between the Lessor and the mortgagee(s), or between the Lessor,the mortgagee(s) and the mortgagees' purchaser(s) or assignee(s) at any such sale or upon assignment of Initial Lessee's interest by the leasehold mortgagee(s), that the purchaser(s) or assignee(s) of'Initial Lessee's interest has assumed and agreed to carry out any and all covenants and obligations of Initial Lessee,including but not I imited to the construction of the Affordable Housing Unit contemplated herein. In no event shall any protections afforded a leasehold mortgagee(s) under this Lease be construed to permit eventual use of the Dernised Premises for purposes inconsistent with this Lease or the Affordable Restrictions, (g) Within ten (10) days after Lessor's receipt of written request by Initial Lessee or by Initial Lessee's leasehold mortgagee(s),or after receipt of such written request in the event that upon any sale. assignment or mortgaging of Initial Lessee's interest in this Lease by Initial Lessee or Initial Lessee's leasehold mortgagee(s),an offset statement shall be required from the Lessor,and the Lessor agrees to deliver in recordable for a certificate to any proposed lease- hold rnortgagee(s),purchaser(s),assignee(s)or to Initial Lessee.certifying(if such be the case)(i) that this Lease is in frill force and effects(ii)that the Lessor has no knowledge of any default under this Lease, or if any default exists, specifying the nature of the default; and(zit)that there are no defenses or offisets which are known and may be asserted by the Lessor against the Lessee with respect to any obligations pursuant to this Lease. (h) So long as the Initial Lessee's interest in this Lease shall be mortgaged to a leasehold raortgagee(s),the parties agree for the benefit of such leasehold mortgagee(s),that they shall not surrender or accept a surrender of this Lease or any part of`it,nor shall they cancel, Page 26 Of 45 2194 hftps://or.monroe-clerk.com/LandmarkWeb/search/index?theme=.blue&section=searchCriteriaBookPage&quickSearchSelection=# 12/29/23,2:45 PM Landmark Web Official Records Search Doc.#2446009 Page Number:27 of 45 abridge or otherwise modify this Lease or accept material prepayments of installments of Rent to become due without the prior written consent of such mortc0yagcc(s)in each instance. (i) Reference in this Lease to acquisition of the Initial Lessee's interests in this Lease by the leasehold mortgagee(s) shall be deemed to refer, where circumstances require, to acquisition of the Initial Lessee's interest in this Lease by any purchaser at a sale of foreclosure by the leasehold mortgagee(s) and provisions applicable to the leasehold mortgagee(s) in such instance or instances shall also be applicable to any such purchaser(s). 0) So long as the Initial Lessee's interest in this Lease shall be mortgaged to a leasehold mortgagee(s), the parties agree for the benefit of such leasehold mortgagee(s)that the Lessor shall not sell, grant or convey to the Initial Lessee all or any portion of the Lessor's fee simple title to the Eternised Premises without the prior written consent of such leasehold rnortgagee('s). In the event of any such sale,grant or conveyance by the Lessor to the Initial Lessee, the Lessor and the Lessee agree that no such sale,grant or conveyance shall create a merger of this Lease into a fee simple title to the Dermsed Premises. This subparagraph 0)shall not be construed to prevent a sale, grant or conveyance of the Lessor's fee simple title by the Lessor to any person, firm or corporation other than the Initial Lessee, its successors, legal representatives and assigns, so long as this Lease is not terminated, (k) Reference in this Lease to the Initial Lessee's leasehold mortgagee(s) shall he deemed to refer where circumstances require to the leasehold raottgagee(s)ls assignee(s)4 provided that such assignee(s) shall record proper assignment instrumcnts in the Public Records of Monroe County,Florida,together with written notice setting forth the name and address of the Y� assignec(s). (1) In conjunction and contemporaneously with the sale or transfer of each Affordable Housing Unit, leasehold mortgagee(s)shall make arrangement to ensure the release of any and all applicable portions of its (their) mortgage(s)on the entire Denused Premises so as to grant clear title to the Sublessee. The details and release payment requirements shall remain within the reasonable business discretion of the Initial Lessee and the leasehold mortgagee(s). (m) Lessor shall be entitled, in the event of any of the foregoing circumstances or events set forth in this Paragraph 15.01, to elect to deal primarily or exclusively with a mortgagee whose position is primary or in first order of priority with respect to foreclosable interests or rights according to the laws of the State of Florida or as contractually agreed by and among multiple mortgagees,where there are such. Section 15.02 Perrnitted Mort aces for Sublessees dUnit Owners). The individual Affordable Housing Unit Owners/Sublessees shall have the right to encurnber by mortgage their interests in any Sublease, improvements or any associated portions of the Denused Premises related to their interests in the individual Affordable Housing Unit to a Federal or State Savings Loan Association, Bank, Trust Company or similar lending institution, subject to the following requirements- Page 27 Of 45 2195 hftps://or.monroe-clerk.com/LandmarkWeb/search/index?theme=.blue&section=searchCriteriaBookPage&quickSearchSelection=# 12/29/23,2:45 PM Landmark Web Official Records Search Doc.#2446009 Page Number:28 of 45 (a) The mortgage(s) encumbering the Affordable Housing Unit shall not exceed 100% of the maximum allowable sale price of the Affordable Housing Unit as set forth in the Affordable Restrictions; (b) Sublessees shall not be entitled to mortgage their respective leasehold interests in the event the terms of the note, which is secured by the mortgage, may result in negative amortization, unless otherwise approved by Lessor; (c) In the event of foreclosure sale by a.Sublessee's mortgagee or the delivery of an assignment or other conveyance to a Sublessee's mortgagee in lieu of foreclosure with respect to any real property subject to the provisions of this Lease, said mortgagee, or the purchaser at foreclosure, shall comply with the provisions ol'Article X11. No sale of any Affordable Housing Unit shall be pennitted at an arnount in excess of that allowed under the Affordable Restrictions and shall otherwise fully comply with all applicable Affordable Restrictions, Any Affordable Housing Unit accepted in lieu of foreclosure or as to which a mortgagee intends to foreclose shall be subject to the Lessor's right of first refusal as set forth in Article 12.05. Nothing herein shall preclude potential purchasers approved by Lessor from bidding at any foreclosure sale and, where successful, purchasing the subject Affordable Housing Unit at the foreclosure sale price in accordance with Article X11;and (d) The parties recognize that it would be contrary to the fundamental affordable housing concept of this Lease and an incentive to abuse Su lessee's authorization to encumber its leasehold interest with a mortgage if Sublessee could realize more in loan or sale proceeds than their permitted purchase or resale price as a result of any transaction. Accordingly, Sublessee hereby irrevocably assigns to Lessor (or the Monroe County Housing Authority or other Lessor designee)any and all net proceeds from the sale of any interest in the Der nised Premises remaining after payment of costs of foreclosure and satisfaction of the lien of any mortgage which would have oti;ero7ise been payable to Sublessee,to the extent such net proceeds exceed the net proceeds that Sublessee would have received bad the interests been sold pursuant to the Affordable Restrictions. Sublessee hereby authorizes and instructs the mortgagee or any party conducting the closing of a sale or through an unauthorized transfer to pay the amount of said excess directly to Lessor. In the event,for any reason,such excess proceeds are paid to Sublessee, Sublessee hereby agrees to promptly pay the amount of such excess to Lessor. ARTICLE XVI Default Section 16.01 Notice of Default. Lessee shall not be deemed to be in default under this Lease in the payment of Rent or the payment of any other monies as herein required unless Lessor shall first give to Lessee ten(10)days written notice of such default and Lessee fails to cure such default within ten(10)days of receipt of said notice. Except as to the provisions or events referred to in the preceding paragraph of this Section, Lessee shall not be deemed to be in default under this Lease unless Lessor shall first give to Lessee Page 28 Of 45 2196 hftps://or.monroe-clerk.com/LandmarkWeb/search/index?theme=.blue&section=searchCriteriaBookPage&quickSearchSelection=# 12/29/23,2:45 PM Landmark Web Official Records Search Doc.#2446009 Page Number:29 of 45 thirty (30) days written notice of such default, and Lessee fails to cure such default within the immediate thirty (30)day period thereafter. or, if the default is of such a nature that it cannot be cured within thirty(30)days,Lessee fails to commence to cure such default within such period of thirty (30) days or fails thereafter to proceed to the curing of such default with all possible diligence. Regardless of the notice and cure periods provided herein, in the event that more rapid action is required to preserve any right or interest of the Lessor in the Demised Premises or other detrimental occurrence (such as, but not limited to, payment of insurance premiums, actions to prevent construction or Judgment lien foreclosures or tax sales), then the Lessor is empowered to take such action and to request reimbursement or restoration from the Lessee as appropriate. Section 16.02 Default, In the event of any material breach of this Lease by Lessee,Lessor, and after the necessary notice provided to Initial Lessee's leasehold mortgagee(s), in addition to the other rights or remedies it may have, shall have the immediate right to terminate this Lease according to law. Termination of the Lease, under such circumstances, shall constitute effective, full and immediate conveyance and assignment to Lessor of all of the Dernised Premises, improvements and materials and redevelopment rights to and associated with the Demised Premises and the Project,subject to mortgagee protection as provided herein. Furthermore,in the event of any breach of this Lease by Lessee, Lessor, in addition to the other rights or remedies it may have, shall have the immediate right of re-entry and may remove all persons and personal property from the affected portions of the Demised Premises. Such property may be removed and stored in a public warehouse or elsewhere at the cost of and for the account of Lessee, or where statutory abandonment or unclaimed property law permits, disposed of in any reasonable manner by Lessor without liability or any accounting therefore. Included in this right of reentry shall be any instance wherein a Sublessee renounces the Lease or a Sublease or abandons the Dernised Premises, in which case Lessor may, at its option, in an appropriate case and subject to any rights of a mortgage holder, obtain possession of the abandoned property in any manner allowed or provided by law, and may,at his option,re-let the repossessed property for the whole or any part of the then unexpired tenn,receive and collect all Rent payable by virtue of such reletting,and hold Sublessee liable for any difference between the Rent that woubi have been payable under this Lease and the net Rent for such period realized by Lessor,by means of such reletting, However, such Lessor rights shall not abrogate a mortgagee's rights to the extent those rights do not conflict with or injure Lessor's interests as established under this Lease. Personal property left on the premises by a Sublessee may be stored,sold,or disposed of by Lessor, and Lessor accepts no responsibility other than that imposed by law. Should Lessor elect to re-enter, as herein provided, or should Lessor take possession pursuant to legal proceedings or pursuant to any notice provided for by law, Lessor may either terminate this Lease or it may from time to time,without teirninating this Lease,re-let the Dermsed Premises or any part thereof for such term or terms (which may be for a term extending beyond the Term of this Lease)and at such Rent or Rents and on such other terms and conditions as Lessor in its sole reasonable discretion may deem advisable with the right to make alterations and repairs to the Demised Premises. On each such re-letting Lessee shall be immediately liable to pay to Lessor,in addition to any indebtedness other than Rent due under this Lease,the expenses of such Page 29 Of 45 2197 hftps://or.monroe-clerk.com/LandmarkWeb/search/index?theme=.blue&section=searchCriteriaBookPage&quickSearchSelection=# 12/29/23,2:45 PM Landmark Web Official Records Search Doc.#2446009 Page Number:30 of 45 re-letting and of such alterations and repairs,incurred by Lessor,and the amount,if any,by which the Rent reserved in this Lease for the period of such re-letting(tip to but not beyond the term of this Lease)exceeds the amount agreed to be paid as Rent for the Demised Premises for such period of such re-letting. Notwithstanding any such re-letting without termination,Lessor may at any time thereafter elect to terminate this Lease for such previous breach. Should Lessor at any time terminate this Lease for any breach,in addition to any other remedy it may have,Lessor may recover from Lessee all damages incurred by reason of such breach, including the cost of recovering the Demised Premises,which amounts shall be immediately due and payable from Lessee to Lessor. Section 16.03 Lessor's Right to Perform. In the event that Lessee,by failing or neglecting - to do or perform any act or thing herein provided by it to be done or performed,shall be in default under this Lease and such fitilure shall continue for a period of thirty (30) days after receipt of written notice from Lessor specifying the nature of the act or thing to be done or performed,then Lessor may, but shall not be required to,do or performs or cause to be done or perfon-ned such act or thing(entering on the Dernised Premises for such purposes,with notice,ilIessor shall so elect), and Lessor shall not be or be held liable or in any way responsible for any loss., inconvenience or annoyance resulting to Lessee on account thereof,and Lessee shall repay to Lessor on demand the entire expense thereof, including compensation to the agents and empfoyees of Lessor. Any act or thing done by Lessor pursuant to the provisions of this section shall not be construed as a waiver of any such default by Lessee,or as a waiver of any covenant,term or condition herein contained or the performance thereof,or of any other right or remedy of Lessor,hereunder or otherwise. All amounts payable by Lessee to Lessor under any of the provisions of this Lease, if not paid when the amounts become due as provided in this Lease, shall bear interest from the date they become due until paid at the highest rate allowed by law. Lessor shall have the same rights set forth in this Section with respect to any future subinterest holder's respective portion of the Dertused Premises. Section 16.04 Default Period. All default and grace periods shall be deerned to run concunrently and not consecutively. Section 16.05 Affordable Restrictions. In the event any portion of the Dernised Premises is used for purposes other than affordable housing by an interest holder of such portion,or if Lessee or any Sublessees fail to comply with the Affordable Restrictions,as they pertain to their respective interests in or portions of the Demised Premises,such an occurrence will be considered a material default by the offending party. In the foregoing event,Lessor(or the Initial Lessee(or its assigns) in the event of and with respect only to a default by a particular Sublessee) [Day immediately tenninate the Lease or Sublease. Lessee hereby agrees that all occupants shall use the Leased Premises and Improvements for affordable residential purposes only and any incidental activities related to the residential use as well as any other uses that are permitted by applicable zoning law and approved by Lessor. Page 30 Of 45 2198 hftps://or.monroe-clerk.com/LandmarkWeb/search/index?theme=.blue&section=searchCriteriaBookPage&quickSearchSelection=# 12/29/23,2:45 PM Landmark Web Official Records Search Doc.#2446009 Page Number:31 of 45 ARTICLE XVII RW, bitgations _fir LO Section 17.01 lyllriair Oblivation . During the Continuance of this Lease the Lessee.and every Sublessee with respect to their leased or purchased portions of the Dernised Premises, shall keep in good state of repair any and all buildings,furnishings,fixtures,landscaping and equipment which are brought or constructed or placed upon the Dernised Premises by the Lessee. and the Lessee shall not suffer Or permit any strip,waste or neglect of any building or other property to be committed,except for that of normal wear and tear. The Lessee will repair, replace and renovate such property as often as it may be necessary in order to keep the buildings and other property which is the subject matter of this Lease in first class repair and condition. Additionally, Lessor shall not be required to furrush any services or facilities, including but not limited to heat, electricity, air conditioning or water or to make any repairs to the premises or to the Affordable Housing Unit. ARTICLE XV111 Additional Covenants of Lessee[Lessor Section 18,01--Le 6al Use. The Lessee covenants and agrees with the Lessor that the - Demised premises will be used primarily for the construction and operation of one(1)individual affordable single family-home and the other matters as may be set forth ire this Lease,with related amenities and facilities, and for no other purposes whatsoever without Lessor's written consent, Section 18,021'ermination. Upon termination of this Lease,the Lessee wil I peaceably and quietly deliver possession of the Dernised Premises, unless the Lease is extended as provided herein. Therefore. Lessee shall surrender the improvements together with the leased premises, Ownership of some or all improvements shall thereupon revert to Lessor. Section 18,03 Recovery it__LLi anon LxpTas . In the event oF any suit, action or proceeding,at law or in equity,by either of the parties hereto against the other.,or any other person having, claiming or possessing any alleged interest in the Demised Premises, by reason of any matter or thing arising out of or relating to this Lease, including any eviction proceeding, the prevailing party shall recover not only its legal costs, but reasonable attorneys' fees including appellate,bankruptcy and post judgment collection proceedings for the maintenance or defense of said action or suit, as the case may be. Any judgment rendered in connection with any litigation arising out of this Lease shall bear interest at the highest rate allowed by law. Lessor may,recover reasonable legal and professional fees attributable to administration,enforcement and preparation for litigation relating to this Lease or to the Affordable Restrictions from any, person or persons from or to whom a demand or enforcement request is made, regardless of actual initiation of an action or proceeding, Section 18.04 Condition of the Dernised Premises. Lessee agrees to accept the Demised Premises in its presently existing condition"as-is".It is understood and agreed that the Lessee has determined that the Dernised Premises are acceptable for its purposes and hereby certifies same to Page 31 Of 45 2199 hftps://or.monroe-clerk.com/LandmarkWeb/search/index?theme=.blue&section=searchCriteriaBookPage&quickSearchSelection=# 12/29/23,2:45 PIVI Landmark Web Official Records Search Doc.#2446009 Page Number:32 of 45 Lessor, Lessee, at its sole cost and expense, shall bring or cause to be brought to the Dernised Premises adequate connections for water,electrical power,telephone,stolTnwater and sewage and shall arrange with the appropriate utility companies for furnishing such set-vices with no obligation therefore on the part of Lessor. The Lessor makes no express warranties and disclaims all implied warranties. Lessee accepts the property in the condition in which it currently is without representation or warranty, express or implied, in fact or by law, by the Lessor, and without recourse to the Lessor as to the nature.,condition or usability of the Dernised Premises,or the uses to which the Demised Premises may be put. The Lessor shall not be responsible for any latent defect or change of condition in the improvements and personalty, or of title, and the Rent hereunder shall not be withheld or diminished on account ol'any defect in such title or property, any change in the condition thereof., any damage occurring thereto, or the existence with respect thereto of any,violations of the laws or regulations of any governmental authority. Section 18.05 Hazardous Materials, Lessee,its Sublessees and assignees shall not permit the presence,handling,storage or transportation of hazardous or toxic materials or medical waste ("hazardous waste") in or about the Demised Premises, except in strict compliance with all laws, ordinances,rules,regulations,orders and guidelines of any government agency having jurisdiction and the applicable board of insurance underwriters,In no event shall hazardous waste be disposed of in or about the Dernised Premises. For purposes herein, the term hazardous materials or substances shall mean any hazardous, toxic or radioactive substance material, matter or waste which is or becomes regulated by any federal,state or local law,ordinance,order,rule,regulation, code or any other governmental restriction or requirement and shall include petroleum products and asbestos as well as improper or excessive storage or use of common household cleaning and landscaping chemicals..pesticides,batteries and the like,and those materials defined as hazardous substatice or hazardous waste in the Comprehensive Environmental Response Compensation and Liability Act and/or the Resource Conservation and Recovery Act, Lessee shall notify Lessor immcdiately of any discharge or discovery of any hazardous waste at, upon, under or within the Demised Premises. Lessee shall,at its sole cost and expense, comply with all remedial measures required by any governmental agency having jurisdiction. Lessor and Initial Lessee hereby warrant and represent that to the best of their knowledge, the Dernised Premises is free of any hazardous waste. Section 18,06 Recordation. Lessee, within five (5) business days after execution of this Lease, shall record a. complete, true and correct copy of the Lease and any, addenda or exhibits thereto and any Ralated Agreennent(s) in the Public Records of Monroe County,Florida and shall provide Lessor with the written Clerk's receipt of the book and page number where recorded and the original Lease and Related Agreement(s)after recordation. Page 32 Of 45 2200 hftps://or.monroe-clerk.com/LandmarkWeb/search/index?theme=.blue&section=searchCriteriaBookPage&quickSearchSelection=# 12/29/23,2:45 PM Landmark Web Official Records Search Doc.#2446009 Page Number:33 of 45 ARTICLE XIX Re 1[ uiet Emoyment L qsentations. Warranties of Title qgj and No Unlawful or Immoral Purp2se or_ se Section I Lessor represents and warrants that to its knowledge, there are no material claims, causes of action or other proceedings pending or threatened in respect to the ownership, operation or environmental condition of the Demised Premises or any part thereof, Additionally, the Lessor and Lessee covenant and agree that so long as the Lessee keeps and performs all of the covenants and conditions required by the Lessee to be kept and performed, the Lessee shall have quiet and undisturbed and continued possession of the Dernised Premises from claims by Lessor. Section 19.02 No Unlawful or Immoral Purnrive or I Ise. The Lessee will not use or occupy said prcmises for any unlawful or immoral purpose and will, at Lessee's sole cost and expense, conform to and obey any present or future ordinance and"Or rules, regulations, requirements and orders of governmental authorities or agencies respecting the use and occupation of the Demised Premises. ARTICLE XX Miscellaneous Section 20.01 Covenants Running with Land. All covenants, promises, conditions and obligations contained herein or implied by law are covenants running with the land and,except as otherwise provided herein, shall attach and bind and inure to the benefit of the Lessor and Lessee and their respective heirs,legal representatives,successors and assigns,though this provision shall in no way alter the restrictions on assignment and subletting applicable to Lessee hereunder, The parties agree that all covenants, promises, conditions, terms, restrictions and obligations arising from or under this Lease and the Affordable Restrictions benefit and enhance the communities and neighborhoods of Monroe County,and the private and public lands thereof,and have been imposed in order to assure these benefits and enhancements for the full Term of this Lease. It is intended, where appropriate and to serve the public purposes to be furthered by this Lease,that its provisions be construed,interpreted,applied and enforced in the mariner of what is commonly referred to as a"deed restriction." Section 20.02 No Waiver. Time is of the essence in the perfon-nance of the obligations of the parties hereto. No waiver of a breach of any of tore covenants in this Lease shall be construed to be a waiver of any succeeding breach of the same covenant. Section 20.03 Written Modifications. No modification, release, discharge or waiver of any provisions hereof shall be of any force,effect or value unless in writing signed by the Lessor and Lessee,or their duly authorized agents or attorneys. Section 20.04 Entire Ag[eer�rent. This Lease, including the Preamble and any written Page 33 Of 45 2201 hftps://or.monroe-clerk.com/LandmarkWeb/search/index?theme=.blue&section=searchCriteriaBookPage&quickSearchSelection=# 12/29/23,2:45 PM Landmark Web Official Records Search Doc.#2446009 Page Number:34 of 45 addenda and all exhibits hereto(all of which are expressly incorporated herein by this reference) shall constitute the entire agreement between the parties with respect to this instrument as of this date, No prior written lease or prior or contemporaneous oral promises or representations shall be binding. Section 20.05 Notices. If either party desires to give notice to the other in connection with and/or according to the terms of this Lease, such notice shall be given by certified mail return receipt requested or by national overnight tracked and delivery-receipt courier service,and unless otherwise required to be"received",it shall be deemed given when deposited in the United States mails or with the courier service with postage or courier fees prepaid. Nothing herein contained shall be construed as prohibiting the parties respectively fi-orn changing the place at which notice is to be given, or the addition of one additional person or location tear notices to be given, but no such change shall be effective unless and until it shall have been accomplished by written notice given in the manner set forth in this Section. Notification to Lessor shall be as set forth herein,to both of the following offices, unless a different method is later directed as prescribed herein or by the Affordable Restrictions: Monroe County Of of the Monroe County County Attorney I 100 Simonton Street I I I I 12'h Street, Suite 408 Key West,Florida 33040 Key West,Florida 33040 Attn:Executive Director Attn: County Attorney Section 20.06 Joint Liability. If the parties upon either side (Lessor and Lessee)consist of more than one person,such persons shall be jointly and severally liable on the covenants of this Lease, Section 20,07 Liability Continued, Lessor Liabiliti. All references to the Lessor and Lessee mean the persons who,from time to tin le,OCCUPY the positions,respectively,of Lessor and Lessee. In the event or an assignment of this Lease by the Lessor, except for liabilities that may have been incurred prior to the date of the assignment or as specifically dealt with differently herein, the Lessor's liability under this Lease shall tern-iinate upon such assignment. In addition, the Lessor's liability under this Lease, unless specifically,dealt with differently herein, shall be at all times limited to the Lessor's interest in the Demised Premises. Section 20,08 Captions. The captions used in this Lease are for convenience of reference only and in no way define,limit or describe the scope or intent of or in any way affect this Lease. Section 20.09 Table of Contents. The index preceding this Lease under the same cover is for the purpose of the convenience of reference only and is not to be deemed or construed in any way as part of this Lease,nor as supplemental thereto or amendatory thereof, Page 34 Of 45 2202 hftps://or.monroe-clerk.com/LandmarkWeb/search/index?theme=.blue&section=searchCriteriaBookPage&quickSearchSelection=# 12/29/23,2:45 PM Landmark Web Official Records Search Doc.#2446009 Page Number:35 of 45 Section 20,10 Governing Law Venue". This Agreement shall be construed under the laws of the State of Florida,and the venue for any legal proceeding to enforce or determine the terms and conditions of this Lease shall be Monroe County, Florida. Section 20. 1�Iflol�din Qyer. Any holding over after the expiration of the Term of this Lease, with consent of Lessor, shall be construccl to be a tenancy from month to month, at twice the monthly Rent as required to be paid by Lessee for the period immediately prior tothe expiration of the Term hereof,and shall otherwise be on the terms and conditions herein specified, so I'ar as applicable. Section 20,12 Brokers. Lessor and Lessee covenant,warrant and represent that no broker was instrumental in consummating this Lease,and that no conversations or negotiations were had with any broker concerning the renting of the Demised Premises. Lessee and Lessor agree to hold one another harmless from and against,and agree to defend at its own expense,any and all claims for a brokerage commission by either of them with any brokers, Section 20.13 Partial Invalid ty, If any provision of this Lease or the application thereof' to any person or circumstance shall at any time or to any extent be held invalid or unenforceable, the remainder of this Lease or the application of such provision to persons or circumstances other than those as to which it is held invalid or unenforceable shall not be affected thereby. Section 20.14 Force Nl2jcure. If either party shall be delayed,hindered or prevented from the perl'orinance of any act required hereunder by reason of strikes, lockouts, labor trouble, inability to procure material, failure of power, riots, insurrection.. severe tropical or other severe weather events,war or other reasons of like nature not the fault of the party delayed,in performing work or doing acts required under this Lease,the period for the performance of any such act shall be extended for a reasonable period. .Section. 20,15 Lessor/Lessee Relationship. Non-Reliance by Third Part S. This Lease creates a lessor/lessee relationship, and no other relationship, between the parties. This Lease is for the sole benefit of the parties hereto and, except for assignments or Subleases pernutted hereunder and to the limited extent thereof no other person or entity shall be a third party beneficiary hereunder. No person or entity shall be entitled to rely upon the terms,or any of them, of'this Lease to enforce or attempt to enforce any third-party claim or entitlement to or benefit of any service or program contemplated hereunder, and the Lessor and the Lessee agree that neither the Lessor nor the Lessee or any agent, officer, or employee of either shall have the authority to inforin,counsel,or otherwise indicate that any particular individual or group of individuals,entity or entities,have entitlements or benefits under this Ilea se separate and apart,inferior to.,or superior to the community in general or for the purposes contemplated in this Lease. Section 20,16 Contingencies. This Lease Agreement is contingent upon Initial Lessee obtaining construction finaricing; all necessary pennits to build the Affordable Housing Unit described herein; as well as Initial Lessee obtaining adequate access for the Unit Owner(s) to Page 35 Of 45 2203 hftps://or.monroe-clerk.com/LandmarkWeb/search/index?theme=.blue&section=searchCriteriaBookPage&quickSearchSelection=# 12/29/23,2:45 PM Landmark Web Official Records Search Doc.#2446009 Page Number:36 of 45 access the Affordable Housing Unit at all times. Therefore,in the event Initial Lessee is unable to obtain financing, permits or adequate access within the time for performance set forth he-rein, Initial Lessee may terminate this Lease. Termination of the Lease under such circumstances shall constitute effective,full and immediate conveyance and assignment to Lessor of all of the Demised Premises, improvements and materials and redevelopment rights to and associated with the Demised Premises and the Project, subject to mortgagee protection as provided herein. Initial Lessee hereby acknowledges that in the event Initial Lessee terminates this Agreement, Initial Lessee will not receive a reimbursement from Lessor for costs incurred by Initial Lessee prior to such termination. Section 20.17 Radon Gas Notification, Radon is a naturally occurring radioactive gas that, when it has accumulated in a building in sufficient quantities, may pose health risks to persons who are exposed to it over time. Levels of radon that exceed federal and state guidelines have been found in buildings. Additional information regarding radon and radon testing may be obtained firorn your county health unit. Lessor shall not be responsible for radon testing for any persons purchasing, leasing or occupying any portion of the Dernised Premises, and all owners, Lessees and Sublessees shall hold Lessor harmless and indemnify Lessor for damages or claims related thereto and releases Lessor from same. Section 20.18 Mold Disclosure, Mold is a naturally occurring phenomenon that, when it has accumulated in a building in sufficient quantities, may pose health risks to persons who are exposed to it over time. Mold has been found in buildings in Monroe County. There are no measures that can guarantee against mold, but additional information regarding mold and mold prevention and health effects may be obtained from your county health unit or the EPA or CDC. Lessee and Sublessees accept responsibility to inspect for mold and take measures to reduce mold. Lessor shall not be responsible for mold testing for any persons purchasing, leasing or occupying any portion of the Dermsed Promises, and all owners, Lessees and Sublessees shall hold Lessor harmless and indemnify Lessor for damages or claims related thereto and releases Lessor from sarraeo Section 20,19 Subsf-guent Chan-es in Lao,,or Reaulation' Where a charge can reasonably be applied to benefit, enhance or support Lessor's affordable housing goals, objectives and policies, Lessor shall have the right to claim the benefit from any subsequent change to ally applicable state or federal law or regulation that might in any way affect this Lease,the Affordable Restrictions, any Related Agreements or their respective application and enforceability, without limitation. In such instance,this Lease shall be construed or, where necessary, may be reformed to give effect to this provision,but such construction shall not permit a fundamentally inequitable result for any party. Section 20,20 Govern nt Purposq, Lessor, through this Lease and the Affordable Restrictions, furthers a government housing purpose, and, in doing so, expressly reserves and in no way shall be deemed to have waived, for itself or its assigns, successors,employees, officers, agents and representatives any sovereign, quasi-governmental and any other similar defense, immunity,exemption or protection against any suit,cause of action,demand or liability. Page 36 Of 45 2204 hftps://or.monroe-clerk.com/LandmarkWeb/search/index?theme=.blue&section=searchCriteriaBookPage&quickSearchSelection=# 12/29/23,2:45 PM Landmark Web Official Records Search Doc.#2446009 Page Number:37 of 45 Section 20.21 Breach of Related-Agreenlents/Remedies. To the extent that any purchase and sale or Related Agreement relating to the Demised Premises incorporates,relates to and/or is contingent upon the execution of and/or airy performance under this Lease, any material breach under such other agreement shall be a material breach of this Lease and any material breach under this Lease shall be a material breach of such other agreement. Moreover,the parties agree that any remedy available for any breach under this Lease or any Related Agreements shall be cumulatively or selectively available at Lessor's complete discretion,with any election to avail itself or proceed under any particular remedial mechanism in no way to be construed as a waiver or relinquishment of Lessor's right to proceed under any other mechanism at an time or in any particular sequence, y I Section 20222--Supplemental Administrative Enforcement. Lessor, or its appropriate agency,may establish under the Affordable Restrictions',as amended frown time to time during the Tenn of this Lease, such rules, procedures, administrative forms of proceedings and such evidentiary standards as deemed reasonable within Lessor's legislative prerogative,to implement enforcement of the terms of this Lease and the Affordable Restrictions. Such forums may include but in no wav be limited to use of Code Enforcement procedures pursuant to Chapter 162, Florida Statutes, to determine, for and only by way of one example, and not as any limitation, the facts and legal effect of an allegedly unauthorized "offer to rent", or, for another example, an unauthorized "occupancy." However, nothing herein shall be deemed to limit Lessor, Initial Lessee or any mortgagee from access to an appropriate court of competent jurisdiction where the resolution of any dispute would be beyond the competence or lawful jurisdiction of any, administrative proceeding. Section 20.23---Exceptions to Lease/Rental Prohibition. In addition to privileges recognized herein for Initial Lessee and certain"bulk"purchasers,which are not hereby restricted, Lessor or its designee,in its sole discretion,shall have the right to adopt as pall of future Affordable Restrictions provisions to allow Sublessees the limited privilege to rent or lease the Affordable Housing Unit to qualified persons. Requests for such approval shall be made in accordance with such procedures Lessor may in the future choose to adopt.It is contemplated,though not promised or required,that certain limited rental provisions may be adopted in the future for circumstances such as, for example,but without limitation: (a) A Sublessee's required absence from the local area lor official military duty. (b) An illness that legitimately requires a Sublessee to be hospitalized for an extended period. (c) A family emergency legitimately requiring a Sublessee to leave time Keys for a period longer than thirty(30)days. Lessor, in its discretion, shall have the right to amend, modify, extend, decrease or terminate any such exceptions Linder this Section 20.23)or the Affordable Restrictions at any time. Section 20.2-4Qra The parties acknowledge that they jointly participated in the drafting of this Lease and any Related Agreements with the Page 37 Of 45 2205 hftps://or.monroe-clerk.com/LandmarkWeb/search/index?theme=.blue&section=searchCriteriaBookPage&quickSearchSelection=# 12/29/23,2:45 PM Landmark Web Official Records Search Doc.#2446009 Page Number:38 of 45 benefit of counsel,or had the opportunity to receive such benefit of counsel, and that no term or provision of this Lease or a Related Agreement shall be construed in favor of or against either party based solely on the draffing ofthis Lease or the Related Agreement. Section 20.25 Lessor's ���ty to C coo erate. Where required under this Lease or Related A reernent, Lessor shall, to ensure the implemcritation of the public affordability purpose 9 furthered by this Lease, cooperate with reasonable requests of Initial Lessee, Sublessees, mortgagees,title insurers,closing agents,government agencies and the like regarding any relevant terms and conditions contained herein. [Signatures to Follow] Page 38 Of 45 2206 hftps://or.monroe-clerk.com/LandmarkWeb/search/index?theme=.blue&section=searchCriteriaBookPage&quickSearchSelection=# 12/29/23,2:45 PM Landmark Web Official Records Search Doc.#2446009 Page Number:39 of 45 IN WITNESS WHEREOF, the Lessor and the Lessee have hereunto set their hands and seals,the day and year above written. ` qt� c w Sided. Sealed and Delivered � w. ` �� ��' < � , SSOR: MOIvROE COTJN"1'S` E{�)x� ) r FA COUN TY COMMISSIONERS In the" re5etlCe of two wltn5ses; t Prml4d. Name / `�� ", " - Mayor oily Merrill Raschein Printed Narne 'f $ t ® APPROVED AS TO FORM&LEGAL SUFFICIENCY (as Lessor) Moor o ounnty Attorney's Office is i el]ies Archer - STATE OF FLORIDA Ass taut County Attorney COUNTY OF MONI2OE The foregoing instrument was acknowledged before me this WAt day of , 2023 by Holly Merrill Raschein, as Mayor of Monroe County Board of County Commissioners who is personally k own to me or lies produced as identification. t [Notary Seat] Notary Public �,a:Yt P Et.�G. COCK X C ht! lOtd Printed Name: �. _ E)fPlREB:F�hr�ary22,2024 :,:��a��a' graded Thtu N My Commission Expires: Page 39 of 45 2207 https://or.mon roe-clerk.com/Land markWeb/search/index?theme=.blue&section=searchCriteriaBookPage&q u ickSearchSelection=# 12/29/23,2:45 PM Landmark Web Official Records Search Doc.#2446009 Page Number:40 of 45 LESSEE: HABITAT FOR HUMANITY OF KEY WEST AND LOWER FLORIDA KEYS, INC.,a Florida not for profit corporation ' ' d Na Terri Hill as President Printed.Name — (as to Lessee) STATE OF FLORIDA COUNTY OF MO CIE The foregoing instrument was acknowledged before me this ` day of 2023 y Terri Hill as President of Habitat for Humanity of Ivey West and Lower Florida Keys, Inc., a Florida not for profit corporation who is personally known to me or has produced as identification. [Notary Seal] 4oPublic J Printed Name: e/ "` /1 Notary Public State of Florida My Commission Expires:40�� Terence SS. white t&It NH2Om€3Q€on Exp.9/39/2026 Page 40 of 45 2208 https://or.mon roe-clerk.com/Land markWeb/search/index?theme=.blue&section=searchCriteriaBookPage&q u ickSearchSelection=# 12/29/23,2:45 PM Landmark Web Official Records Search Doc.#2446009 Page Number:41 of 45 EXHIBIT "A" LEGAL DESCRIPTION Block 22,Lot 11,BIG PINE COW,according to the Plat thereof, recorded in Plat Book 3,Page 131 of the Public Records of Monroe County,Florida. Parcel ID No,00308490-000000. Page 41 Of 45 2209 hftps://or.monroe-clerk.com/LandmarkWeb/search/index?theme=.blue&section=searchCriteriaBookPage&quickSearchSelection=# 12/29/23,2:45 PM Landmark Web Official Records Search Doc.#2446009 Page Number:42 of 45 EXHIBIT"B" DEPICTION OF PROJECT LAYOUT Page 42 of 45 2210 https://or.monroe-clerk.com/LandmarkWeb/search/index?theme=.blue&section=searchCriteriaBookPage&quickSearchSelection=# �. 12/29/23,2:45 PM Landmark Web Official Records Search Doc.#2446009 Page Number:43 of 45 This Instrument Prepared By: Gregory S.Oropeza,Esq, Oropezal.Stones,&Cardenas,PLIX 221 Simonton Street Key West,Florida 33040 EXHIBIT"C" COMMENCEMENT DATE AGREEMENT This Apareernent is made as of - —­1 2023 by and between ("Lessor")and WHEREAS, Lessor and Lessee have entered into a Lease dated —, 2023 for Premises designated on Exhibit A attached to the Lease, which was duly= recorded at Book— Page_,along with a Related Agreement,that certain Agreement for Sale and Purchase,dated 2023,recorded at Book—Page_all of the Public Records of Monroe County,Florida. WHEREAS, the Commencement Date, as further defined in Article III of the Lease, has occurred;and pursuant to the Lease,Lessor and Lessee desire to confirm various dates relating to the Lease. NOW THEREFORE, Lessor and Lessee agree and acknowledge that the inforniation set forth below is true and accurate, Commenceptent Date: .2023 Initial Term Expiration Date > 2122 The execution of this Agreement shall not constitute an exercise by Lessee of its option with respect to any Extended Term. EXECUTED as a sealed instrument on the date first set forth above. LESSOR: LESSEE: ffy:---­---- By:-_______ its its Fitness-F- "it ess 2 Witness 2 Page 43 Of 45 2211 hftps://or.monroe-clerk.com/LandmarkWeb/search/index?theme=.blue&section=searchCriteriaBookPage&quickSearchSelection=# 12/29/23,2:45 PM Landmark Web Official Records Search Doc.#2446009 Page Number:44 of 45 EXHIBIT"D" LETTER OF ACKNOWLEDGEMENT TO: Initial Lessee,or its assigns Address of Initial Lessee,or its assigns LATE: This letter is given to (.....Initial Lessee....) as an acknowledgement in regard to the I Affordable Housing Unit that I am purchasing. I hereby acknowledge the following: • That I meet the requirements set forth in the Affordable Restrictions to purchase an affordable unit. I understand that the unit I am buying is being sold to me at a price restricted below fair market value for my, future similarly situated persons and Monroe County's benefits. • That the Affordable Housing Unit that I am purchasing is subject to a 99-year ground lease by and between Monroe County, a political subdivision of the grate of Florida, and (hereinafter "Lease") and therefore I will be subleasing a parcel of land. • That my legal counsel, has explained to nie the tours and conditions of the Lease, including without limitation the meaning of the to "Affordable Restrictions", and other legal documents that are part of this transaction. • That I understand the terms of the Lease and how the terns and conditions set forth therein will affect my rights as an owner of the Affordable Housing Unit,now and in the future, • That I agree to abide by the Affordable Restrictions,as defined in the Lease.and I understand and agree for myself and my successors in interest that Monroe County may change some of the Affordable Restrictions over the 99-year to of the Lease and that I will be expected to abide by any such changes. • THAT I UNDERSTAND AND ACKNOWLEDGE THAT AS A RESULT OF FUNDING PROVIDED BY THE MONROE COUNTY COMPREHENSIVE PLAN LAND AUTHORITY THAT DURING THE COURSE OF MY OCCUPANCY, OWNERSHIP OR TENANCY, MY INCOME MAY NOT EXCEED ONE HUNDRE D SIXTY PERCENT (160%) OF AREA MEAN INCOME (A MI) IN ACCORDANCE WITH ES. SECTION 380.0666 AS AMENDED FROM TIME TO TIME.IN THE EVENT THAT MY INCOME EXCEEDS ONE HUNDRED SIXTY PERCENT (160%) OF AREA MEAN INCOME (A I) I SHALL BE REQUIRED TO VACATE AND OR SELL MY UNIT WITHIN ONE(1)YEAR OF SUCH DETERMINATION, • That I understand and acknowledge that I will be subject to annual income qualification determinations to determine compliance with the income qualifications as required herein, including, but not limited to the preceding paragraph. Page 44 Of 45 2212 hftps://or.monroe-clerk.com/LandmarkWeb/search/index?theme=.blue&section=searchCriteriaBookPage&quickSearchSelection=# 12/29/23,2:45 PM Landmark Web Official Records Search Doc.#2446009 Page Number:45 of 45 0 That I understand and agree that one of the goals of the Lease is to keep this Affordable Housing Unit affordable from one owner to the next,and I support this goal. ® That in the event I want to sell my Affordable Housing Unit, I must comply with the requirements set forth in the Lease, including but not limited to the price at which I might be allowed to sell it,the persons to whom I might be allowed to sell it to and that the timing and procedures for sales will be restricted. 0 That my lease prohibits me from severing the improvements from the real property. a That my family and I must occupy the Affordable Housing Unit and that it cannot be rented to third parties without the written approval of the Lessor. ® 1 understand that in the event that I die,my home may be devised and occupied by my wife,my children or any other heirs so long as they meet the requirements for affordable housing as set forth in the Lease. e That I have reviewed the terms of the Lease and transaction documents and that I consider said terms fair and necessary to preserve affordable housing and of special benefit to me, • 1 hereby warrant that I have not dealt with any broker other than in connection with the consummation of the purchase of the Affordable Housing Unit. Page 45 Of 45 2213 hftps://or.monroe-clerk.com/LandmarkWeb/search/index?theme=.blue&section=searchCriteriaBookPage&quickSearchSelection=# RESOLUTION NO. 489 - 2023 A RESOLUTION OF THE MONROE COUNTY BOARD OF COUNTY COMMISSION REQUESTING THAT THE MONROE COUNTY COMPREHENSIVE PLAN LAND AUTHORITY CONVEY REAL PROPERTY LOCATED AT BLOCK 22, LOT 11, BIG PINE COVE SUBDIVISION (PB 3- 131), ON BIG PINE KEY; BLOCK 3, LOT 5, SAM-N-JOE SUBDIVISION (PB 3-76)7 ON BIG PINE KEY; BLOCK 1, LOT 8, AMENDED PLAT OF THE LADIES ACRE (PB 5-96)7 ON LITTLE TORCH KEY; BLOCK 1, LOT 9, AMENDED PLAT OF THE LADIES ACRE (PB 5-96)7 ON LITTLE TORCH KEY TO MONROE COUNTY; COMMITTING TO LEASE THE SUBJECT PROPERTY TO HABITAT FOR HUMANITY OF KEY WEST AND LOWER FLORIDA KEYS, INC. FOR DEVELOPMENT WITH AFFORDABLE HOUSING; AND AUTHORIZING THE MAYOR TO SIGN A LAND USE RESTRICTION AGREEMENT (LURA) FOR EACH LOT. WHEREAS, Board of County Commissioners ("BOCC") desires the Monroe County Comprehensive Plan Land Authority (hereinafter "Authority") to convey four properties described as: Block 22, Lot 11, Big Pine Cove Subdivision (PB 3-131), on Big Pine Key; Block 3, Lot 5, Sam-N-Joe Subdivision (PB 3-76), on Big Pine Key; Block 1, Lot 8, Amended Plat of The Ladies Acre (PB 5-96), on Little Torch Key; Block 1, Lot 9, Amended Plat of The Ladies Acre (PB 5-96), on Little Torch Key; (hereinafter "Subject Property") for affordable housing to the BOCC; and WHEREAS, use of the Subject Property for affordable housing is consistent with the policies of the County's Comprehensive Plan and Land Development Regulations; and WHEREAS, Habitat for Humanity of Key West and Lower Florida Keys, Inc. requested these lots so they can develop four (4) individual single-family homes on the Subject Property; NOW, THEREFORE, BE IT RESOLVED BY THE MONROE COUNTY BOARD OF COUNTY COMMISSIONERS THAT: Section 1. The above recitals are true and correct and incorporated herein. Section 2. The BOCC hereby requests the Subject Property be conveyed to the BOCC by the Authority. Page 1 of 2 2214 Section 3. The BOCC hereby commits to lease the Subject Property to Habitat for Humanity of Key West and Lower Florida Keys, Inc. for development with affordable housing. Section 4. The Mayor is hereby authorized to execute the Land Use Restriction Agreements (LURAs) shown in Attachment "A" restricting use of the Subject Property to affordable housing in accordance with Section 380.0666 (3)(a), Florida Statutes. Section 5. This resolution shall take effect immediately upon its adoption. PASSED AND ADOPTED by the Monroe County Board of County Commission at a regular meeting on this 18th day of October , 2023. Mayor Craig Cates Yes Mayor Pro Tern Holly Merrill Raschein Yes Commissioner Michelle Lincoln Yes Commissioner James Scholl Yes Commissioner David P. Rice Yes BOARD OF COUNTY COMMISSIONERS OF MONROE C NTY, FLORIDA a<= BY: =� = Mpfor aig at s KEVIN MADOK, CLERK By: As eputy tlerk Digitally signed by Robert B.Shillinger DN:cn=Robert B.Shillinger,o=Monroe County BOCC, Y w Robert B. 5 h i 11 i n g e�r`Ou=Monroe County Attorney,email=shlllinger- ^ (,'---,bob@monroecounty-fl.gov,c=US -1 n On Date:2023.10.19 15:54:12-04'00' �f— Approved as to form and legal sufficiency , w C) Robert B. Shillinger, Monroe County Attorney -v Ir `C�) Page 2 of 2 2215 Attachment "A" THIS INSTRUMENT PREPARED BY AND RETURN TO: Gregory S.Oropeza,Esq. Oropeza,Stones,&Cardenas,PLLC 221 Simonton Street Key West,FL 33040 LAND USE RESTRICTION AGREEMENT Block 22, Lot 11, BIG PINE COVE, according to the Plat thereof, recorded in Plat Book 3, Page 131, of the Public Records of Monroe County, Florida Parcel ID# 00308490-000000 THIS LAND USE RESTRICTION AGREEMENT (hereinafter "Agreement") is made and entered into as of the day of , 2023, between MONROE COUNTY (hereinafter "County") and the MONROE COUNTY COMPREHENSIVE PLAN LAND AUTHORITY, a land authority pursuant to section 380.0663(l), Florida Statutes and Monroe County Ordinance No. 031-1986 (hereinafter "Land Authority"), and their respective successors and assigns. RECITALS A. The site is legally described as Block 22, Lot 11, BIG PINE COVE, according to the Plat thereof, recorded in Plat Book 3, Page 131, of the Public Records of Monroe County, Florida, Parcel ID# 00308490-000000. B. The County has adopted Resolution XX-XXXX requesting the Subject Property be conveyed to the County for affordable housing. C. The Land Authority has adopted Resolution XX-XXXX authorizing conveyance of the Subject Property. D. The County has agreed that the Subject Property shall only be used consistent with Florida Statutes 3 80.0666(3)(a)for affordable housing and shall be leased to Habitat for Humanity of Key West and the Lower Keys, Inc. (hereinafter"Habitat for Humanity). NOW, THEREFORE, in consideration of the mutual covenants and undertakings set forth herein, and other good and valuable consideration, the receipt and sufficiency of which are hereby acknowledged, the County and Land Authority do hereby contract and agree as follows: Page 1 of 6 2216 ARTICLE I COMPLIANCE WITH LAND AUTHORITY REQUIREMENTS In order to comply with the Land Authority's requirements pursuant to section 380.0663(l), et seq., Florida Statutes ("Land Authority Statute") and Monroe County Ordinance No. 031-1986, the County hereby covenants and agrees as follows: 1.01 The restrictions contained in this Article I shall not expire, shall run with the Subject Property in perpetuity and shall be binding upon the County. 1.02 Use of the Subject Property shall be restricted to affordable housing as defined in Florida Statute 380 which requires household income not exceed 160% of the Area Median Income. Nothing contained herein shall preclude the Habitat for Humanity, County, or State or any other entity providing affordable housing on the subject property from setting more restrictive income limits than those imposed by the Agreement. If the Land Authority Statute is amended from time to time, Habitat for Humanity shall have the ability to utilize any portions of the Land Authority Statute thereby amended,which may be less restrictive. If the Land Authority Statute is not amended to allow families that purchase the homes constructed by Habitat for Humanity to income qualify at the time of purchase only,Habitat for Humanity shall have the ability to repay the original contract purchase price Land Authority paid, shown in Article 11 and this Agreement may be released. 1.03 The County is responsible for ensuring compliance with the restrictions in this Article I and expressly agrees to furnish, upon the Land Authority's request, written certification thereof. ARTICLE II CONSIDERATION The Land Authority purchased the Subject Property for $99,000, as an inducement to the County to restrict use of the Subject Property to affordable housing in perpetuity. Inconsideration of said Land Authority funding for the foregoing purposes, the County and Land Authority have entered into this Agreement. ARTICLE III RELIANCE In performing its duties hereunder, the Land Authority may rely upon statements and certificates of the County, its tenants, and the residents of the Subject Property believed to be genuine and to have been executed by the proper person or persons, and upon audits of the books and records of the County pertaining to occupancy of the Subject Property. Page 2 of 6 2217 ARTICLE IV TERM This Agreement shall become effective upon its execution and delivery and shall remain in full force and effect without expiration,unless modified by mutual written consent of the parties. ARTICLE V ENFORCEMENT If the County defaults in the performance of its obligations under this Agreement or breaches any material covenant, agreement or warranty of the County set forth in this Agreement, and if such default remains uncured for a period of thirty (30) days after written notice thereof shall have been given by the Land Authority to the County, then the Land Authority may take any action at law or in equity or otherwise to address said default(s). However, if the default stated in such notice can be corrected, but not within the thirty (30) day period, and if the County adopts a plan to correct or cure the default and commences the correction within the thirty (30) day period (subject to any rights of tenants in possession of units under a valid lease agreement), and thereafter diligently pursues the same to completion within such extended period, the Land Authority shall not have waived its right of enforcement if the default remains uncured after the expiration of the extended cure period. ARTICLE VI RECORDING AND FILING; COVENANTS TO RUN WITH THE LAND 6.01. Upon execution the County shall cause this Agreement and all amendments and supplements hereto to be recorded and filed in the official public records of Monroe County and shall pay all fees and charges incurred in connection therewith. 6.02 This Agreement and the covenants contained herein shall run with the land and shall bind, and the benefits shall inure to, respectively, the County and Land Authority and their respective successors and assigns during the term of this Agreement. ARTICLE VII GOVERNING LAW This Agreement shall be governed by and construed in accordance with the laws of the State of Florida, with respect to both substantive rights and with respect to procedures and remedies. ARTICLE VIII NOTICE AND EFFECT All notices and other communications to be made or permitted to be made hereunder shall be in writing and shall be delivered to the addresses shown below or to such other addresses that the parties may provide to one another in accordance herewith. Such notices and other communications shall be given by any of the following means: (a)personal service or(b) national Page 3 of 6 2218 express air courier, provided such courier maintains written verification of actual delivery. Any notice or other communication given by the means described in subsection (a) or (b) above shall be deemed effective upon the date of receipt or the date of refusal to accept delivery by the party to whom such notice or other communication has been sent. Land Authority: Monroe County Land Authority 1200 Truman Avenue, Suite 207 Key West, FL 33040 Attention: Executive Director County: Monroe County 1100 Simonton St Key West, FL 33040 Attention: County Administrator Monroe County Office of County Attorney 1111 12th Street Suite 408 Key West, FL 33040 Attention: County Attorney Any party may change said address by giving the other parties hereto notice of such change of address in accordance with the foregoing provisions. ARTICLE IX MISCELLANEOUS 9.01. If any provision of this Agreement shall be invalid, illegal or unenforceable, the validity, legality and enforceability of the remaining portions shall not in any way be affected or impaired. 9.02. This Agreement may be simultaneously executed in multiple counterparts, all of which shall constitute one and the same instrument and each of which shall be deemed to be an original. Page 4 of 6 2219 COUNTERPART SIGNATURE PAGE TO LAND USE RESTRICTION AGREEMENT Block 22, Lot 11, BIG PINE COVE, according to the Plat thereof, recorded in Plat Book 3, Page 131, of the Public Records of Monroe County,Florida Parcel ID# 00308490-000000 IN WITNESS WHEREOF, the County and Land Authority have caused this Agreement to be signed, sealed and attested on their behalf by duly authorized representatives, all as of the date first set forth above. WITNESSES: Monroe County Print: By: Mayor Craig Cates Print: Address: 1100 Simonton Street Key West, Florida 33040 Approved as to form and legality Robert Shillinger, Esq. STATE OF FLORIDA COUNTY OF MONROE The foregoing instrument was acknowledged before me by means of physical presence this day of , 20_by Craig Cates as Mayor of Monroe County. Said person is personally known to me or has produced a valid driver's license as identification. Notary Public; State of Florida Print Name: My Commission Expires: My Commission No.: Page 5 of 6 2220 COUNTERPART SIGNATURE PAGE TO LAND USE RESTRICTION AGREEMENT Block 22, Lot 11, BIG PINE COVE, according to the Plat thereof, recorded in Plat Book 3, Page 131, of the Public Records of Monroe County,Florida Parcel ID#00308490-000000 IN WITNESS WHEREOF, the County and Land Authority have caused this Agreement to be signed, sealed and attested on their behalf by duly authorized representatives, all as of the date first set forth above. WITNESSES: MONROE COUNTY COMPREHENSIVE PLAN LAND AUTHORITY Print: By: David P. Rice, Chairman Print: Address: 1200 Truman Avenue, Suite 207 Key West, FL 33040 Approved as to form and legality [SEAL] Gregory S. Oropeza, Esq. STATE OF FLORIDA COUNTY OF MONROE The foregoing instrument was acknowledged before me by means of physical presence this day of 20_, by David P. Rice, as Chairman of the MONROE COUNTY COMPREHENSIVE PLAN LAND AUTHORITY, a land authority pursuant to section 380.0663(l),Florida Statutes and Monroe County Ordinance No. 031-1986, on behalf of the Land Authority. Said person is personally known to me or has produced a valid driver's license as identification. Notary Public; State of Florida Print Name: My Commission Expires: My Commission No.: Page 6 of 6 2221 THIS INSTRUMENT PREPARED BY AND RETURN TO: Gregory S.Oropeza,Esq. Oropeza,Stones,&Cardenas,PLLC 221 Simonton Street Key West,FL 33040 LAND USE RESTRICTION AGREEMENT Block 3, Lot 5, Sam-N-Joe Subdivision, according to the Plat thereof, recorded in Plat Book 3, Page 76, of the Public Records of Monroe County, Florida Parcel ID #00300250-000000 THIS LAND USE RESTRICTION AGREEMENT (hereinafter "Agreement") is made and entered into as of the day of , 2023, between MONROE COUNTY (hereinafter "County") and the MONROE COUNTY COMPREHENSIVE PLAN LAND AUTHORITY, a land authority pursuant to section 380.0663(l), Florida Statutes and Monroe County Ordinance No. 031-1986 (hereinafter "Land Authority"), and their respective successors and assigns. RECITALS A. The site is legally described as Block 3, Lot 5, Sam-N-Joe Subdivision, according to the Plat thereof, recorded in Plat Book 3, Page 76, of the Public Records of Monroe County, Florida, Parcel ID# 00300250-000000. B. The County has adopted Resolution XX-XXXX requesting the Subject Property be conveyed to the County for affordable housing. C. The Land Authority has adopted Resolution XX-XXXX authorizing conveyance of the Subject Property. D. The County has agreed that the Subject Property shall only be used consistent with Florida Statutes 3 80.0666(3)(a)for affordable housing and shall be leased to Habitat for Humanity of Key West and the Lower Keys, Inc. (hereinafter"Habitat for Humanity). NOW, THEREFORE, in consideration of the mutual covenants and undertakings set forth herein, and other good and valuable consideration, the receipt and sufficiency of which are hereby acknowledged, the County and Land Authority do hereby contract and agree as follows: Page 1 of 6 2222 ARTICLE I COMPLIANCE WITH LAND AUTHORITY REQUIREMENTS In order to comply with the Land Authority's requirements pursuant to section 380.0663(l), et seq., Florida Statutes ("Land Authority Statute") and Monroe County Ordinance No. 031-1986, the County hereby covenants and agrees as follows: 1.01 The restrictions contained in this Article I shall not expire, shall run with the Subject Property in perpetuity and shall be binding upon the County. 1.02 Use of the Subject Property shall be restricted to affordable housing as defined in Florida Statute 380 which requires household income not exceed 160% of the Area Median Income. Nothing contained herein shall preclude the Habitat for Humanity, County, or State or any other entity providing affordable housing on the subject property from setting more restrictive income limits than those imposed by the Agreement. If the Land Authority Statute is amended from time to time, Habitat for Humanity shall have the ability to utilize any portions of the Land Authority Statute thereby amended,which may be less restrictive. If the Land Authority Statute is not amended to allow families that purchase the homes constructed by Habitat for Humanity to income qualify at the time of purchase only,Habitat for Humanity shall have the ability to repay the original contract purchase price Land Authority paid, shown in Article 11 and this Agreement may be released. 1.03 The County is responsible for ensuring compliance with the restrictions in this Article I and expressly agrees to furnish, upon the Land Authority's request, written certification thereof. ARTICLE II CONSIDERATION The Land Authority purchased the Subject Property for $99,000, as an inducement to the County to restrict use of the Subject Property to affordable housing in perpetuity. Inconsideration of said Land Authority funding for the foregoing purposes, the County and Land Authority have entered into this Agreement. ARTICLE III RELIANCE In performing its duties hereunder, the Land Authority may rely upon statements and certificates of the County, its tenants, and the residents of the Subject Property believed to be genuine and to have been executed by the proper person or persons, and upon audits of the books and records of the County pertaining to occupancy of the Subject Property. Page 2 of 6 2223 ARTICLE IV TERM This Agreement shall become effective upon its execution and delivery and shall remain in full force and effect without expiration,unless modified by mutual written consent of the parties. ARTICLE V ENFORCEMENT If the County defaults in the performance of its obligations under this Agreement or breaches any material covenant, agreement or warranty of the County set forth in this Agreement, and if such default remains uncured for a period of thirty (30) days after written notice thereof shall have been given by the Land Authority to the County, then the Land Authority may take any action at law or in equity or otherwise to address said default(s). However, if the default stated in such notice can be corrected, but not within the thirty (30) day period, and if the County adopts a plan to correct or cure the default and commences the correction within the thirty (30) day period (subject to any rights of tenants in possession of units under a valid lease agreement), and thereafter diligently pursues the same to completion within such extended period, the Land Authority shall not have waived its right of enforcement if the default remains uncured after the expiration of the extended cure period. ARTICLE VI RECORDING AND FILING; COVENANTS TO RUN WITH THE LAND 6.01. Upon execution the County shall cause this Agreement and all amendments and supplements hereto to be recorded and filed in the official public records of Monroe County and shall pay all fees and charges incurred in connection therewith. 6.02 This Agreement and the covenants contained herein shall run with the land and shall bind, and the benefits shall inure to, respectively, the County and Land Authority and their respective successors and assigns during the term of this Agreement. ARTICLE VII GOVERNING LAW This Agreement shall be governed by and construed in accordance with the laws of the State of Florida, with respect to both substantive rights and with respect to procedures and remedies. ARTICLE VIII NOTICE AND EFFECT All notices and other communications to be made or permitted to be made hereunder shall be in writing and shall be delivered to the addresses shown below or to such other addresses that the parties may provide to one another in accordance herewith. Such notices and other communications shall be given by any of the following means: (a)personal service or(b) national Page 3 of 6 2224 express air courier, provided such courier maintains written verification of actual delivery. Any notice or other communication given by the means described in subsection (a) or (b) above shall be deemed effective upon the date of receipt or the date of refusal to accept delivery by the party to whom such notice or other communication has been sent. Land Authority: Monroe County Land Authority 1200 Truman Avenue, Suite 207 Key West, FL 33040 Attention: Executive Director County: Monroe County 1100 Simonton St Key West, FL 33040 Attention: County Administrator Monroe County Office of County Attorney 1111 12th Street Suite 408 Key West, FL 33040 Attention: County Attorney Any party may change said address by giving the other parties hereto notice of such change of address in accordance with the foregoing provisions. ARTICLE IX MISCELLANEOUS 9.01. If any provision of this Agreement shall be invalid, illegal or unenforceable, the validity, legality and enforceability of the remaining portions shall not in any way be affected or impaired. 9.02. This Agreement may be simultaneously executed in multiple counterparts, all of which shall constitute one and the same instrument and each of which shall be deemed to be an original. Page 4 of 6 2225 COUNTERPART SIGNATURE PAGE TO LAND USE RESTRICTION AGREEMENT Block 3, Lot 5, Sam-N-Joe Subdivision, according to the Plat thereof, recorded in Plat Book 3, Page 76, of the Public Records of Monroe County, Florida Parcel ID#00300250-000000 IN WITNESS WHEREOF, the County and Land Authority have caused this Agreement to be signed, sealed and attested on their behalf by duly authorized representatives, all as of the date first set forth above. WITNESSES: Monroe County Print: By: Mayor Craig Cates Print: Address: 1100 Simonton Street Key West, Florida 33040 Approved as to form and legality Robert Shillinger, Esq. STATE OF FLORIDA COUNTY OF MONROE The foregoing instrument was acknowledged before me by means of physical presence this day of , 20_by Craig Cates as Mayor of Monroe County. Said person is personally known to me or has produced a valid driver's license as identification. Notary Public; State of Florida Print Name: My Commission Expires: My Commission No.: Page 5 of 6 2226 COUNTERPART SIGNATURE PAGE TO LAND USE RESTRICTION AGREEMENT Block 3, Lot 5, Sam-N-Joe Subdivision, according to the Plat thereof, recorded in Plat Book 3, Page 76, of the Public Records of Monroe County, Florida Parcel ID#00300250-000000 IN WITNESS WHEREOF, the County and Land Authority have caused this Agreement to be signed, sealed and attested on their behalf by duly authorized representatives, all as of the date first set forth above. WITNESSES: MONROE COUNTY COMPREHENSIVE PLAN LAND AUTHORITY Print: By: David P. Rice, Chairman Print: Address: 1200 Truman Avenue, Suite 207 Key West, FL 33040 Approved as to form and legality [SEAL] Gregory S. Oropeza, Esq. STATE OF FLORIDA COUNTY OF MONROE The foregoing instrument was acknowledged before me by means of physical presence this day of 20_, by David P. Rice, as Chairman of the MONROE COUNTY COMPREHENSIVE PLAN LAND AUTHORITY, a land authority pursuant to section 380.0663(l),Florida Statutes and Monroe County Ordinance No. 031-1986, on behalf of the Land Authority. Said person is personally known to me or has produced a valid driver's license as identification. Notary Public; State of Florida Print Name: My Commission Expires: My Commission No.: Page 6 of 6 2227 THIS INSTRUMENT PREPARED BY AND RETURN TO: Gregory S.Oropeza,Esq. Oropeza,Stones,&Cardenas,PLLC 221 Simonton Street Key West,FL 33040 LAND USE RESTRICTION AGREEMENT Block 1, Lot 8, Amended Plat of The Ladies Acre, according to the Plat thereof, recorded in Plat Book 5, Page 96, of the Public Records of Monroe County, Florida Parcel ID#00222830-000000 THIS LAND USE RESTRICTION AGREEMENT (hereinafter "Agreement") is made and entered into as of the day of , 2023, between MONROE COUNTY (hereinafter "County") and the MONROE COUNTY COMPREHENSIVE PLAN LAND AUTHORITY, a land authority pursuant to section 380.0663(l), Florida Statutes and Monroe County Ordinance No. 031-1986 (hereinafter "Land Authority"), and their respective successors and assigns. RECITALS A. The site is legally described as Block 1, Lot 8, Amended Plat of The Ladies Acre, according to the Plat thereof, recorded in Plat Book 5, Page 96, of the Public Records of Monroe County, Florida, Parcel ID#00222830-000000 B. The County has adopted Resolution XX-XXXX requesting the Subject Property be conveyed to the County for affordable housing. C. The Land Authority has adopted Resolution XX-XXXX authorizing conveyance of the Subject Property. D. The County has agreed that the Subject Property shall only be used consistent with Florida Statutes 3 80.0666(3)(a)for affordable housing and shall be leased to Habitat for Humanity of Key West and the Lower Keys, Inc. (hereinafter"Habitat for Humanity). NOW, THEREFORE, in consideration of the mutual covenants and undertakings set forth herein, and other good and valuable consideration, the receipt and sufficiency of which are hereby acknowledged, the County and Land Authority do hereby contract and agree as follows: Page 1 of 6 2228 ARTICLE I COMPLIANCE WITH LAND AUTHORITY REQUIREMENTS In order to comply with the Land Authority's requirements pursuant to section 380.0663(l), et seq., Florida Statutes ("Land Authority Statute") and Monroe County Ordinance No. 031-1986, the County hereby covenants and agrees as follows: 1.01 The restrictions contained in this Article I shall not expire, shall run with the Subject Property in perpetuity and shall be binding upon the County. 1.02 Use of the Subject Property shall be restricted to affordable housing as defined in Florida Statute 380 which requires household income not exceed 160% of the Area Median Income. Nothing contained herein shall preclude the Habitat for Humanity, County, or State or any other entity providing affordable housing on the subject property from setting more restrictive income limits than those imposed by the Agreement. If the Land Authority Statute is amended from time to time, Habitat for Humanity shall have the ability to utilize any portions of the Land Authority Statute thereby amended,which may be less restrictive. If the Land Authority Statute is not amended to allow families that purchase the homes constructed by Habitat for Humanity to income qualify at the time of purchase only,Habitat for Humanity shall have the ability to repay the original contract purchase price Land Authority paid, shown in Article 11 and this Agreement may be released. 1.03 The County is responsible for ensuring compliance with the restrictions in this Article I and expressly agrees to furnish, upon the Land Authority's request, written certification thereof. ARTICLE II CONSIDERATION The Land Authority purchased the Subject Property for $99,000, as an inducement to the County to restrict use of the Subject Property to affordable housing in perpetuity. Inconsideration of said Land Authority funding for the foregoing purposes, the County and Land Authority have entered into this Agreement. ARTICLE III RELIANCE In performing its duties hereunder, the Land Authority may rely upon statements and certificates of the County, its tenants, and the residents of the Subject Property believed to be genuine and to have been executed by the proper person or persons, and upon audits of the books and records of the County pertaining to occupancy of the Subject Property. Page 2 of 6 2229 ARTICLE IV TERM This Agreement shall become effective upon its execution and delivery and shall remain in full force and effect without expiration,unless modified by mutual written consent of the parties. ARTICLE V ENFORCEMENT If the County defaults in the performance of its obligations under this Agreement or breaches any material covenant, agreement or warranty of the County set forth in this Agreement, and if such default remains uncured for a period of thirty (30) days after written notice thereof shall have been given by the Land Authority to the County, then the Land Authority may take any action at law or in equity or otherwise to address said default(s). However, if the default stated in such notice can be corrected, but not within the thirty (30) day period, and if the County adopts a plan to correct or cure the default and commences the correction within the thirty (30) day period (subject to any rights of tenants in possession of units under a valid lease agreement), and thereafter diligently pursues the same to completion within such extended period, the Land Authority shall not have waived its right of enforcement if the default remains uncured after the expiration of the extended cure period. ARTICLE VI RECORDING AND FILING; COVENANTS TO RUN WITH THE LAND 6.01. Upon execution the County shall cause this Agreement and all amendments and supplements hereto to be recorded and filed in the official public records of Monroe County and shall pay all fees and charges incurred in connection therewith. 6.02 This Agreement and the covenants contained herein shall run with the land and shall bind, and the benefits shall inure to, respectively, the County and Land Authority and their respective successors and assigns during the term of this Agreement. ARTICLE VII GOVERNING LAW This Agreement shall be governed by and construed in accordance with the laws of the State of Florida, with respect to both substantive rights and with respect to procedures and remedies. ARTICLE VIII NOTICE AND EFFECT All notices and other communications to be made or permitted to be made hereunder shall be in writing and shall be delivered to the addresses shown below or to such other addresses that the parties may provide to one another in accordance herewith. Such notices and other communications shall be given by any of the following means: (a)personal service or(b) national Page 3 of 6 2230 express air courier, provided such courier maintains written verification of actual delivery. Any notice or other communication given by the means described in subsection (a) or (b) above shall be deemed effective upon the date of receipt or the date of refusal to accept delivery by the party to whom such notice or other communication has been sent. Land Authority: Monroe County Land Authority 1200 Truman Avenue, Suite 207 Key West, FL 33040 Attention: Executive Director County: Monroe County 1100 Simonton St Key West, FL 33040 Attention: County Administrator Monroe County Office of County Attorney 1111 12th Street Suite 408 Key West, FL 33040 Attention: County Attorney Any party may change said address by giving the other parties hereto notice of such change of address in accordance with the foregoing provisions. ARTICLE IX MISCELLANEOUS 9.01. If any provision of this Agreement shall be invalid, illegal or unenforceable, the validity, legality and enforceability of the remaining portions shall not in any way be affected or impaired. 9.02. This Agreement may be simultaneously executed in multiple counterparts, all of which shall constitute one and the same instrument and each of which shall be deemed to be an original. Page 4 of 6 2231 COUNTERPART SIGNATURE PAGE TO LAND USE RESTRICTION AGREEMENT Block 1, Lot 8, Amended Plat of The Ladies Acre, according to the Plat thereof, recorded in Plat Book 5, Page 96, of the Public Records of Monroe County, Florida Parcel ID#00222830-000000 IN WITNESS WHEREOF, the County and Land Authority have caused this Agreement to be signed, sealed and attested on their behalf by duly authorized representatives, all as of the date first set forth above. WITNESSES: Monroe County Print: By: Mayor Craig Cates Print: Address: 1100 Simonton Street Key West, Florida 33040 Approved as to form and legality Robert Shillinger, Esq. STATE OF FLORIDA COUNTY OF MONROE The foregoing instrument was acknowledged before me by means of physical presence this day of , 20_by Craig Cates as Mayor of Monroe County. Said person is personally known to me or has produced a valid driver's license as identification. Notary Public; State of Florida Print Name: My Commission Expires: My Commission No.: Page 5 of 6 2232 COUNTERPART SIGNATURE PAGE TO LAND USE RESTRICTION AGREEMENT Block 1, Lot 8, Amended Plat of The Ladies Acre, according to the Plat thereof, recorded in Plat Book 5, Page 96, of the Public Records of Monroe County, Florida Parcel ID#00222830-000000 IN WITNESS WHEREOF, the County and Land Authority have caused this Agreement to be signed, sealed and attested on their behalf by duly authorized representatives, all as of the date first set forth above. WITNESSES: MONROE COUNTY COMPREHENSIVE PLAN LAND AUTHORITY Print: By: David P. Rice, Chairman Print: Address: 1200 Truman Avenue, Suite 207 Key West, FL 33040 Approved as to form and legality [SEAL] Gregory S. Oropeza, Esq. STATE OF FLORIDA COUNTY OF MONROE The foregoing instrument was acknowledged before me by means of physical presence this day of 20_, by David P. Rice, as Chairman of the MONROE COUNTY COMPREHENSIVE PLAN LAND AUTHORITY, a land authority pursuant to section 380.0663(l),Florida Statutes and Monroe County Ordinance No. 031-1986, on behalf of the Land Authority. Said person is personally known to me or has produced a valid driver's license as identification. Notary Public; State of Florida Print Name: My Commission Expires: My Commission No.: Page 6 of 6 2233 THIS INSTRUMENT PREPARED BY AND RETURN TO: Gregory S.Oropeza,Esq. Oropeza,Stones,&Cardenas,PLLC 221 Simonton Street Key West,FL 33040 LAND USE RESTRICTION AGREEMENT Block 1, Lot 9, Amended Plat of Ladies The Acre according to the Plat thereof, recorded in Plat Book 5, Page 96 of the Public Records of Monroe County, Florida Parcel ID#00222830-000100 THIS LAND USE RESTRICTION AGREEMENT (hereinafter "Agreement") is made and entered into as of the day of , 2023, between MONROE COUNTY (hereinafter "County") and the MONROE COUNTY COMPREHENSIVE PLAN LAND AUTHORITY, a land authority pursuant to section 380.0663(l), Florida Statutes and Monroe County Ordinance No. 031-1986 (hereinafter "Land Authority"), and their respective successors and assigns. RECITALS A. The site is legally described as Block 1, Lot 9, Amended Plat of The Ladies Acre according to the Plat thereof, recorded in Plat Book 5, Page 96 of the Public Records of Monroe County, Florida Parcel ID#00222830-000100. B. The County has adopted Resolution XX-XXXX requesting the Subject Property be conveyed to the County for affordable housing. C. The Land Authority has adopted Resolution XX-XXXX authorizing conveyance of the Subject Property. D. The County has agreed that the Subject Property shall only be used consistent with Florida Statutes 3 80.0666(3)(a)for affordable housing and shall be leased to Habitat for Humanity of Key West and the Lower Keys, Inc. (hereinafter"Habitat for Humanity). NOW, THEREFORE, in consideration of the mutual covenants and undertakings set forth herein, and other good and valuable consideration, the receipt and sufficiency of which are hereby acknowledged, the County and Land Authority do hereby contract and agree as follows: Page 1 of 6 2234 ARTICLE I COMPLIANCE WITH LAND AUTHORITY REQUIREMENTS In order to comply with the Land Authority's requirements pursuant to section 380.0663(l), et seq., Florida Statutes ("Land Authority Statute") and Monroe County Ordinance No. 031-1986, the County hereby covenants and agrees as follows: 1.01 The restrictions contained in this Article I shall not expire, shall run with the Subject Property in perpetuity and shall be binding upon the County. 1.02 Use of the Subject Property shall be restricted to affordable housing as defined in Florida Statute 380 which requires household income not exceed 160% of the Area Median Income. Nothing contained herein shall preclude the Habitat for Humanity, County, or State or any other entity providing affordable housing on the subject property from setting more restrictive income limits than those imposed by the Agreement. If the Land Authority Statute is amended from time to time, Habitat for Humanity shall have the ability to utilize any portions of the Land Authority Statute thereby amended,which may be less restrictive. If the Land Authority Statute is not amended to allow families that purchase the homes constructed by Habitat for Humanity to income qualify at the time of purchase only,Habitat for Humanity shall have the ability to repay the original contract purchase price Land Authority paid, shown in Article 11 and this Agreement may be released. 1.03 The County is responsible for ensuring compliance with the restrictions in this Article I and expressly agrees to furnish, upon the Land Authority's request, written certification thereof. ARTICLE II CONSIDERATION The Land Authority purchased the Subject Property for $99,000, as an inducement to the County to restrict use of the Subject Property to affordable housing in perpetuity. Inconsideration of said Land Authority funding for the foregoing purposes, the County and Land Authority have entered into this Agreement. ARTICLE III RELIANCE In performing its duties hereunder, the Land Authority may rely upon statements and certificates of the County, its tenants, and the residents of the Subject Property believed to be genuine and to have been executed by the proper person or persons, and upon audits of the books and records of the County pertaining to occupancy of the Subject Property. Page 2 of 6 2235 ARTICLE IV TERM This Agreement shall become effective upon its execution and delivery and shall remain in full force and effect without expiration,unless modified by mutual written consent of the parties. ARTICLE V ENFORCEMENT If the County defaults in the performance of its obligations under this Agreement or breaches any material covenant, agreement or warranty of the County set forth in this Agreement, and if such default remains uncured for a period of thirty (30) days after written notice thereof shall have been given by the Land Authority to the County, then the Land Authority may take any action at law or in equity or otherwise to address said default(s). However, if the default stated in such notice can be corrected, but not within the thirty (30) day period, and if the County adopts a plan to correct or cure the default and commences the correction within the thirty (30) day period (subject to any rights of tenants in possession of units under a valid lease agreement), and thereafter diligently pursues the same to completion within such extended period, the Land Authority shall not have waived its right of enforcement if the default remains uncured after the expiration of the extended cure period. ARTICLE VI RECORDING AND FILING; COVENANTS TO RUN WITH THE LAND 6.01. Upon execution the County shall cause this Agreement and all amendments and supplements hereto to be recorded and filed in the official public records of Monroe County and shall pay all fees and charges incurred in connection therewith. 6.02 This Agreement and the covenants contained herein shall run with the land and shall bind, and the benefits shall inure to, respectively, the County and Land Authority and their respective successors and assigns during the term of this Agreement. ARTICLE VII GOVERNING LAW This Agreement shall be governed by and construed in accordance with the laws of the State of Florida, with respect to both substantive rights and with respect to procedures and remedies. ARTICLE VIII NOTICE AND EFFECT All notices and other communications to be made or permitted to be made hereunder shall be in writing and shall be delivered to the addresses shown below or to such other addresses that the parties may provide to one another in accordance herewith. Such notices and other communications shall be given by any of the following means: (a)personal service or(b) national Page 3 of 6 2236 express air courier, provided such courier maintains written verification of actual delivery. Any notice or other communication given by the means described in subsection (a) or (b) above shall be deemed effective upon the date of receipt or the date of refusal to accept delivery by the party to whom such notice or other communication has been sent. Land Authority: Monroe County Land Authority 1200 Truman Avenue, Suite 207 Key West, FL 33040 Attention: Executive Director County: Monroe County 1100 Simonton St Key West, FL 33040 Attention: County Administrator Monroe County Office of County Attorney 1111 12th Street Suite 408 Key West, FL 33040 Attention: County Attorney Any party may change said address by giving the other parties hereto notice of such change of address in accordance with the foregoing provisions. ARTICLE IX MISCELLANEOUS 9.01. If any provision of this Agreement shall be invalid, illegal or unenforceable, the validity, legality and enforceability of the remaining portions shall not in any way be affected or impaired. 9.02. This Agreement may be simultaneously executed in multiple counterparts, all of which shall constitute one and the same instrument and each of which shall be deemed to be an original. Page 4 of 6 2237 COUNTERPART SIGNATURE PAGE TO LAND USE RESTRICTION AGREEMENT Block 1, Lot 9, Amended Plat of Ladies The Acre, according to the Plat thereof, recorded in Plat Book 5, Page 96, of the Public Records of Monroe County, Florida Parcel ID#00222830-000100 IN WITNESS WHEREOF, the County and Land Authority have caused this Agreement to be signed, sealed and attested on their behalf by duly authorized representatives, all as of the date first set forth above. WITNESSES: Monroe County Print: By: Mayor Craig Cates Print: Address: 1100 Simonton Street Key West, Florida 33040 Approved as to form and legality Robert Shillinger, Esq. STATE OF FLORIDA COUNTY OF MONROE The foregoing instrument was acknowledged before me by means of physical presence this day of , 20_by Craig Cates as Mayor of Monroe County. Said person is personally known to me or has produced a valid driver's license as identification. Notary Public; State of Florida Print Name: My Commission Expires: My Commission No.: Page 5 of 6 2238 COUNTERPART SIGNATURE PAGE TO LAND USE RESTRICTION AGREEMENT Block 1, Lot 9, Amended Plat of Ladies The Acre, according to the Plat thereof, recorded in Plat Book 5, Page 96, of the Public Records of Monroe County, Florida Parcel ID#00222830-000100 IN WITNESS WHEREOF, the County and Land Authority have caused this Agreement to be signed, sealed and attested on their behalf by duly authorized representatives, all as of the date first set forth above. WITNESSES: MONROE COUNTY COMPREHENSIVE PLAN LAND AUTHORITY Print: By: David P. Rice, Chairman Print: Address: 1200 Truman Avenue, Suite 207 Key West, FL 33040 Approved as to form and legality [SEAL] Gregory S. Oropeza, Esq. STATE OF FLORIDA COUNTY OF MONROE The foregoing instrument was acknowledged before me by means of physical presence this day of 20_, by David P. Rice, as Chairman of the MONROE COUNTY COMPREHENSIVE PLAN LAND AUTHORITY, a land authority pursuant to section 380.0663(l),Florida Statutes and Monroe County Ordinance No. 031-1986, on behalf of the Land Authority. Said person is personally known to me or has produced a valid driver's license as identification. Notary Public; State of Florida Print Name: My Commission Expires: My Commission No.: Page 6 of 6 2239 I DATE(MMIDDIYYM CERTIFICATE OF LIABILITY INSURANCE 03I01/20z4 .... THIS CERTIFICATE IS ISSUED AS A MATTER OF INFORMATION ONLY AND CONFERS NO RIGHTS UPON THE CERTIFICATE HOLDER. THIS CERTIFICATE DOES NOT AFFIRMATIVELY OR NEGATIVELY AMEND, EXTEND OR ALTER THE COVERAGE AFFORDED BY THE POLICIES BELOW. THIS CERTIFICATE OF INSURANCE DOES NOT CONSTITUTE A CONTRACT BETWEEN THE ISSUING INSURERS(S), AUTHORIZED REPRESENTATIVE OR PRODUCER,AND THE CERTIFICATE HOLDER. _ IMPORTANT: If the certificate holder is an ADDITIONAL INSURED,the policy(ies)must be endorse d. If SUBROGATION IS WAIVED,subject to the terms and conditions of the policy, certain policies may require an endorsement. A statement on this certificate does not confer rights to the certificate holder in lieu of such endorsement(s). PRODUCER Lockton Kansas City, 01 64187-3401 AICC I - AdC � Affinity, I�oNeM� .m�....__. �A �'„No): ye -MAIL -..,..,.. 0 55 -' UA2, __.... .m .. ......... ...................--- ODRESS: _ INSUrIER(Si AFFORDING COVERAGE NAIC NSURER-A: ACE American Insurance Co. 27960 .......w __....... ... ........ .._. ..,.,.,.,n,..,.,,,e,..,._..,..,.. ....,, - ..mm.,..,._.,._.. ..... . .... --.....�_ .______..,.... ..r INSURED NSURER-B: "SURER-C: Habitat for Humanity of Key West and Lower Florida Keys,Inc. "SURER-D: PO Box 5873 - m — ___._n,. Key West,FL 33045 "SURER-E _ "SURER-F: C01/ RAGS ---- CER.....,. -- ... NUMBER: m...e.- __.., TIFICATE NUM� '�R� ....�... ......... REVISION NUM..... .. _--- ......... �. THIS IS TO CERTIFY THAT THE POLICIES OF INSURANCE LISTED BELOW HAVE BEEN ISSUED TO THE INSURED NAMED ABOVE FOR THE POLICY PERIOD INDICATED. NOTWITHSTANDING ANY REQUIREMENT, TERM OR CONDITION OF ANY CONTRACT OR OTHER DOCUMENT WITH RESPECT TO WHICH THIS CERTIFICATE MAY BE ISSUED OR MAY PERTAIN, THE INSURANCE AFFORDED BY THE POLICIES DESCRIBED HEREIN IS SUBJECT TO ALL THE TERMS, EXCLUSIONS AND CONDITIONS OF SUCH POLICIES.LIMITS SHOWN MAY HAVE BEEN REDUCED BY PAID CLAIMS. _............. .�..- ... .... _.,......�,.....�. .... w. POLICY EFP _POLIC"V,EXP.. .. .__........... INSR ADDL UBR LTR iINSR D POLICYNUMBE„R (MMIDDIYYYY)__.., IDDIYYYYI . LIMITS - TYPE OF INSURANCE ,,,,,,,,.-._ ..,...... ---.._.._, .,.,-,,,,, .... ..........._ A GENERAL LIABILITY X GL1064565-24 04/01/2024 04/01/2025 EACH OCCURRENCE $1,000,000 GENERALDAMAGE LIABILITY MED PREMISES(Ea occur EXPTO Rone EaDrSanrence .... $ O,L000 LAIMS MADE m........... ............... PERSONAL&ADV INJI.IRY $1,000,000 .,.,.,...,_._._..._ ..... _ GENERAL AGGREGATE $2,000,000 X OLICY APPLIES PER: BY a. PRODUCTS COMP/OR AGG $2 OOO OOO — AGGREGATE LIMIT. C...........1. ._____m,�DATE.. 1_..-_..�2U4 _____,,,,,,,,,,,,,,,, .., ... ......._...._.,...,.,... $ COMBINED SINGLE LIMIT AUTOMOBILE LIABILITY WAIVER NIA YES (E,a..accidents_._.........-----�,..,_..m... .$,.,........ ................�.,..,..,._....... ___ANY AUTO BODILY IN.IURY(Per Person_ LIL O'�'ti+NED SCHEDULED _ ....,� ......,. ....._._ $.,,_. _...... U .BODILY.I.. _U.RY cadent._ ..$.- ... ..............� NON-OWNED PROPERTY DAMAGE AUTOS AUTOS Per accidenl� $ I ... _. ....... ...... ..,....�..... . .... ..,. ...� ���� ,.. PmVC�RLIL.L,dh LIAR OCCUR EACH OCCU..RRENCE $ _......_- ..... .., w ___. -.- X f SS LIAB CLAIMS MADE AGGREGATE ..__m..,..... m $ ..m. .. ED RETENTIONS ...,,,n,,,� ...... ,m..m..... ... _-.,m.......... ..... .. .S .,,,,,,. ..... ---. ... ......ww...... Nc JTH ___..,.,._.....,,,_ N �.. ITn T5 R IN NY PROPRIETORIPARTN TIVE KERS COMPENSATIO NO EMPLOYERS'LIABILITY ERIEXEC E L..OEACH IA..�" __..__.-,,,_,�. ......... FFICER/MEMBEREXCI.UDED� MANDATORY IN NH) ..,�.... .... ..,..._. �_.� .... .......w . EA EMPLOYEE $ s escnbe under E.l DISEASE...- ... ESCRIPTIONOF OPERATIONS below —— .,.,.,,,.-.__�....._...... '..,m ..„„,-, E,,L DISEASE POLICY LIMIT $. ............�,.. PROOF OF COVERAGE CERTIFICATE HOLDER CANC ELATION SHOULD ANY OF THE ABOVE DESCRIBED POLICIES BE CANCELLED BEFORE THE EXPIRATION DATE THEREOF,NOTICE WILL BE DELIVERED IN ACCORDANCE WITH THE POLICY PROVISIONS Y AUTH-��.�k ,.,..-r. �._._._.... ­ . Monroe County Board of Commissioners � ORIZED REPRESENTATIVE .............. ......... .—. 1100 Simonton St. � Key West,FL 33040 IV � ACORD 25(2011)/05) The RI name and logo are registered _.,_... ..................... marks of ACORD 1U�45 ' 2240