Resolution 119-1988County Administrator
RESOLUTION NO. 119 -1988
A RESOLUTION OF THE BOARD OF COUNTY COMMIS-
SIONERS OF MONROE COUNTY, FLORIDA, AUTHORIZ-
ING THE MAYOR/CHAIRMAN OF THE BOARD TO
EXECUTE A LEASE AGREEMENT BY AND BETWEEN THE
TRUMAN ANNEX COMPANY AND THE BOARD OF COUNTY
COMMISSIONERS OF MONROE COUNTY, FLORIDA,
CONCERNING PARKING SPACES LOCATED ON THE
TRUMAN ANNEX, KEY WEST, FLORIDA.
BE IT RESOLVED BY THE BOARD OF COUNTY COMMISSIONERS OF
MONROE COUNTY, FLORIDA, that the Mayor/Chairman of the Board is
hereby authorized to execute a Lease Agreement by and between
Truman Annex Company and the Board of County Commissioners of
Monroe County, Florida, a copy of same being attached hereto,
concerning parking spaces located on the Truman Annex, Key West,
Florida.
PASSED AND ADOPTED by the Board of County Commissioners of
Monroe County, Florida, at a regular meeting of said Board held
on the 1st day of March, A.D. 1988.
(SEAL)
Attest DANNY L. KOLHAGE, Clerk
er
RL / j h
BOARD OF COUNTY COMMISSIONERS
OF MONROE COUNTY, FLORIDA
B L�L
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y
Mayor airman
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LEASE AGREEMENT
THIS INDENTURE of Lease made this t'l� day of
/evl(,M , 1988, by and between TRUMAN ANNEX COMPANY,
herein called Landlord and MONROE COUNTY, herein called Tenant,
W I T N E S S E T H:
1. Lease Landlord hereby leases unto Tenant, and Tenant
hereby leases from Landlord those premises as shown on the Plan
attached hereto as Exhibit A. Said premises are located on THE
TRUMAN ANNEX, Key West, Florida (the "Premises").
2. Term -Original The Original Term hereof shall be as
designated on the Summary Page. No rent shall accrue until
thirty (30) days after Landlord notifies Tenant by certified mail
that the premises are ready for occupancy. Tenant shall have ten
(10) days in which to object to the condition of the premises.
3. Term Renewal Landlord agrees that Tenant shall have
the option to renew its tenancy for the Renewal Term designated
on the Summary Page on the condition that Tenant shall give
written notice to Landlord at least thirty (30) days prior to the
expiration of the prior term of Tenant's exercise of the option.
The "Base Rent" for any such renewal term shall be adjusted from
the then current "Base Rent" by the same percentage that the
Consumer Price Index (CPI) for "All Items" for the South Florida
area has changed during the period of the then current Term. CPI
figures shall be those published by the U.S. Bureau of Labor
Statistics. /Should said index not be then available, Parties
agree to substitute an appropriate index.
4. Base Rent Tenant agrees to pay the monthly Base Rent
to Landlord at such place as Landlord shall designate by in
writing. Invoices shall be sent to Tenant no later than fifteen
(15) days before payment is due and shall be addressed as
follows:
County Administrator, Public Service Building,
Stock Island, Key West, FL 33040
5. Construction, Applicable Law The words "Landlord" and
"Tenant" as used herein shall include the plural as well as the
singular. Words used in masculine gender include the feminine
and neuter. If there be more than one Landlord or Tenant, the
obligations imposed hereunder upon the Landlord and Tenant shall
be joint or several. The section headings or titles in this
Lease are not a part hereof and shall have no effect upon the
construction or interpretation of any part hereof. This Lease
shall be construed and enforced under the laws of the State of
Florida. Should any provisions of this Lease be illegal or
unenforceable under such laws, it or they shall be considered
severable and this Lease and its conditions shall remain in force
and be binding upon the parties hereto just as though the illegal
or unenforceable provisions had never been included herein.
6. Preparation of the Premises Unless otherwise provided
for pursuant to an addendum to this Lease, the premises are being
delivered paved, with parking lanes plainly marked.
7. Acceptance of Premises No promise of the Landlord to
alter, remodel or improve the demised premises and no representa-
tion respecting the condition of the demised premises have been
made by the Landlord to the Tenant, unless the same is contained
herein or made a part hereof, and the Tenant will make no claim
on account of any representations with respect to the condition
of premises.
8. Compliance with Laws, Insurance Tenant shall, during
the entire term of this Lease, comply wit all statutes, ordi-
nances, rules, and orders.
9. Tenant's Insurance Obligation Tenant shall, at Tenant's
expense, obtain and keep in force during the Lease Term a policy
of comprehensive public liability insurance, with liability
limits of not less than One Million Dollars ($1,000,000.00)
combined single limit coverage per occurrence, insuring Landlord
and Tenant against any liability arising out of the ownership,
use, occupancy or maintenance of the Premises and all areas
appurtenant thereto. The limit of said insurance shall not,
however, limit the liability of the Tenant hereunder. Landlord
may periodically during the Lease Term, but not more frequently
than once each twenty-four (24) months, increase the minimum
liability limits specified in this Paragraph to an amount equal
to the then prevailing minimum liability limits required by
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landlords of other properties of similar quality, size and use in
Monroe County. Tenant may carry said insurance under a blanket
policy, providing, however, said insurance by Tenant shall be
primary insurance (not requiring contribution from any insurance
carried by Landlord) and shall have a Landlord's protective
liability endorsement attached thereto.
If Tenant shall fail to procure and maintain said
insurance, Landlord may, but shall not be required to, procure
and maintain same, but at the expense of Tenant. Insurance
required hereunder, shall be in companies rated not less than A +
SV in "Best's Insurance Guide." Tenant shall deliver to Landlord
prior to taking occupancy of the Premises copies of policies of
liability insurance required herein or certificates evidencing
the existence and amount of such insurance with loss payable
clauses satisfactory to Landlord. No policy shall be cancellable
or subject to reduction of coverage except after thirty (30) days
prior written notice to Landlord.
10. Events of Default The occurrence of any of the follow-
ing shall constitute an event of default hereunder:
A. Failure of Tenant to pay when due any installment
of rent hereunder or any other sum herein required to be paid by
Tenant.
B. Vacation or desertion of the Demised Premises or
permitting the same to be empty and unoccupied.
C. Tenant's failure to perform any non -monetary
covenant or condition of this Lease within ten (10) days after
written notice and demand, unless the failure is of such a
character as to require more than ten (10) days to cure, in which
event Tenant's failure to proceed diligently to cure such failure
shall constitute an event of default.
11. Rights of Landlord upon Default by Tenant If the
Tenant is in default as defined in subparagraphs A to C inclusive
of Paragraph 11 and if the same is not cured by the Tenant within
ten (10) days after written notice to the Tenant the Landlord, in
addition to all rights and remedies granted under the laws of the
State of Florida as the same exist or as may be amended, shall
have any or all of the following rights:
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A. If any part of the rent shall remain due and
unpaid after the expiration of the ten (10) day period for curing
defaults hereinabove provided for, Landlord shall have the option
of declaring the balance of the entire rent for the entire rental
term of this Lease to be immediately due and payable, and Land-
lord may then proceed immediately to collect all of the unpaid
rent called for by this Lease by distress or otherwise, or
terminate this Lease should Tenant fail to pay the balance of the
entire rent for the entire rental term.
B. Tenant agrees to pay all costs and expenses of
collection, any required fees for posting of a bond, and all
attorney's fees for any part of said rental that may be collected
by an attorney, suit, distress, or foreclosure together wit
interest on all such amounts at the highest rate allowed by law;
and further, in the event that Tenant fails to promptly and fully
perform and comply with each and every condition, covenant or
obligation hereunder and the matter is turned over to Landlord's
attorney, Tenant shall pay Landlord its attorney's fees whether
suit is instituted or not.
C. The parties hereto shall and they hereby do waive
trial by jury in any action, proceeding or counterclaim brought
by either of the parties hereto against the other on any matters
whatsoever arising out of or in any way connected with this
Lease, the relationship of Landlord and Tenant, Tenant's use or
occupancy of the Demised Premises, and/or any claim of injury or
damage. In the event Landlord commences any proceedings for
non-payment of rent or additional rent, Tenant will not interpose
any counter -claim of any nature or description in any such
proceedings. This shall not, however, be construed as a waiver
of the Tenant's right to assert such claims in any separate
action or actions brought by the Tenant.
D. Tenant hereby expressly waives any and all rights
of redemption granted by or under any present or future laws in
the event of Tenant being evicted or dispossessed for any cause,
or in the event of Landlord obtaining possession of the Demised
Premises, by reason of violation by Tenant of any of the cove-
nants or conditions of this Lease, or otherwise.
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E. The remedies herein provided are cumulative in
nature and accordingly no court shall determine that the Landlord
has elected the remedy as the exclusive remedy over any other
remedy provided for pursuant to this Lease.
12. Subordination This Lease, and all rights of Tenants
hereunder, are and shall be subject and subordinate to all ground
leases, overriding leases and underlying leases affecting the
Demised Premises now existing and to all mortgages which may now
affect the Demised Premises and to each and every advance made or
hereafter to be made under such mortgages, and to all renewals,
modifications, replacements and extensions of such leases and
mortgages and spreaders and consolidations of such mortgages
(which leases and mortgages are sometimes collectively referred
to herein for convenience as the "superior mortgage"). This
paragraph shall be self -operative and no further instrument of
subordination shall be required to make it effective, however,
Tenant shall promptly execute and deliver any instrument rea-
sonably requested to evidence such subordination.
A. Tenant agrees that in the event of any act or
omission by the Landlord which would give Tenant the right to
terminate this Lease, or to claim a partial or total eviction,
Tenant shall not exercise any such right until he has notified in
writing the holder of any such mortgage which at the time shall
be a lien on the Demised Premises or the underlying lessor, if
any, of such act or omission.
B. If the lessor of any such ground lease or the
holder of any such mortgage shall succeed to the rights of
Landlord under this Lease, then at the request of such party so
succeeding to Landlord's rights and upon such successor Land-
lord's written agreement necessary or appropriate to evidence
such attornment. Upon such attornment, this Lease shall continue
in full force and effect as, or as if it were a direct lease
between the successor Landlord and Tenant upon all the terms
conditions and covenants as are set forth in this Lease and shall
be applicable after such attornment except that the successor
Landlord shall not M be liable for any previous act or omission
of Landlord under this Lease; (ii) be subject to any offset, not
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expressly provided for in this Lease, which shall have
theretofore accrued to Tenant against Landlord.
C. Tenant shall deliver to Landlord or to its mort-
gagee or auditors or prospective purchaser of the owner of the
fee, when requested by Landlord, a certificate to the effect that
this Lease is in full force and that Lessor is not in default
therein, or stating specifically any exceptions thereto. Failure
to give such a certificate within ten (10) business days after
written request shall be conclusive evidence that the Lease is in
full force and effect and Landlord is not in default and in such
event, Tenant shall be estopped from asserting any defaults known
to Tenant at that time.
13. Indemnification, Hold Harmless Tenant shall indemnify
and hold harmless Landlord against and from any and all claims
arising from Tenant's use of the Premises for the conduct of its
business or from any activity, work, or other thing done, permit-
ted or suffered by the Tenant in or about the building, and shall
further indemnify and hold harmless Landlord against and from any
and all claims arising from any breach or default in the perfor-
mance of any obligation on Tenant's part to be performed under
the terms of this Lease, or arising from any act or negligence of
the Tenant, or any officer, agent, employee, guest, or invitee of
Tenant, except the Landlord while acting as Tenant's agent and
from all and against all costs, attorney's fees, expenses and
liabilities incurred in or about any such claim or any action or
proceeding brought thereon, and, in the event any action or
proceeding be brought against Landlord by reason of any such
claim, Tenant upon notice from Landlord shall defend the same at
Tenant's expense. Tenant, as a material part of the consid-
eration to Landlord, hereby assumes all risk of damage to proper-
ty or injury to persons, in, upon or about the Premises, from any
cause other than Landlord's negligence, and Tenant hereby waives
all claims in respect thereof against Landlord.
14. Waiver The failure of either the Landlord or Tenant to
insist in any one or more instances upon the strict performance
of any one or more of the obligations of this Lease, or to
exercise any right or election herein contained, shall not be
R1
construed as a waiver or relinquishment for the future of the
performance of such or more obligations of this Lease or of the
right to exercise such election, but the same shall both continue
and remain in full force and effect with respect to any subse-
quent breach, act or omission.
15. Notices Any notice, statement, demand or other commu-
nication required or permitted to be given or made by either
party to this other, pursuant to this Lease or pursuant to any
applicable law, shall be in writing and shall be deemed to have
been property given and made if sent by registered or certified
mail, return receipt requested, addressed to the other party at
the address hereinabove set forth or at such other address as may
hereafter be designated by either party by notice to the other
and shall be deemed to have been given or made on the day so
mailed. Either party, by notice given as aforesaid, designate a
different address or addresses for notices, statements, demands
or other communications intended for it.
16. Liens Tenant further agrees that Tenant will pay all
of Tenant's contractors, subcontractors, mechanics, laborers,
materialmen and all others, and will indemnify Landlord against
all legal costs and charges, bond premiums for release of liens,
and counsel fees reasonably incurred in the commencement of
defense of any suit by the Landlord to discharge any liens,
judgments, or encumbrances against the premises caused or suf-
fered by Tenant. It is understood and agreed between the parties
hereto that the costs and charges above referred to shall be
considered as rent due under this Lease payable upon demand.
The Tenant herein shall not have any authority to
create any liens for labor or material on the Landlord's interest
in the above -described property, and all persons contracting with
the Tenant for the doing of any work or the furnishing of any
materials on or to the premises, and all materialmen, contrac-
tors, mechanics and laborers, are hereby charged with notice that
they must look to the Tenant only to secure the payment of any
bill for work done or materials furnished during the term of this
Lease.
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17. Condemnation In the event any governmental agency
institutes eminent domain proceedings with respect to the proper-
ty leased hereunder then this Lease shall immediately terminate.
18. Peaceful Possession So long as Tenant pays all of the
fixed rent and additional rent and charges due hereunder and
performs all of Tenant's other obligations hereunder, Tenant
shall peaceably and quietly have, hold and enjoy the demised
premises throughout the term of this Lease, without interference
or hindrance by Landlord or any person claiming by, through or
under Landlord.
19. Surrender, Holding Over On the last day of the term of
this Lease, or upon any earlier termination of this Lease, or
upon any re-entry by Landlord upon the demised premises, Tenant
shall peaceably and without notice of any sort, quit and surren-
der the demised premises to Landlord in good order, condition and
repair, except for ordinary wear and tear and such damage or
destruction as Landlord is required to repair or restore under
the terms of this Lease, and Tenant shall remove all of Tenant's
property thereof Tenant specifically agrees that in the event
Tenant retains possession and does not so quit and surrender the
demised premises to Landlord, then Tenant shall pay to Landlord
(i) all damages that Landlord may suffer on account of Tenant's
failure to so surrender and quit the demised premises, and Tenant
will indemnify and save Landlord harmless from and against any
and all claims made by succeeding tenant of the demised premises
against Landlord on account of delay of Landlord in delivering
possession of the demised premises to said succeeding tenant to
the extent that such delay is occasioned by the failure of Tenant
to so quit and surrender said premises,, and (ii) rent for each
month or an applicable portion of a month of such holding over at
twice the amount payable for the month immediately preceding the
termination of this Lease, during the time the Tenant thus
remains in possession. The provisions of this paragraph do not
waive any of the Landlord's rights of reentry or any other right
under the terms of this Lease. If Tenant shall fail to surrender
the premises as herein provided, no new tenancy shall be created
and Tenant shall be guilty of unlawful detainer.
FA
20. Utilities The Tenant agrees to pay for all utilities
used and consumed by the Tenant.
21. Assignment This Lease may not be assigned, nor the
premises sublet, without written approval of Landlord. Violation
of this paragraph is a material breach of this Lease.
22. Entire Agreement This Lease contains the entire
agreement between the Parties hereto and all previous nego-
tiations leading hereto and it may be modified only by an agree-
ment in writing signed and sealed by the Landlord and Tenant.
IN WITNESS WHEREOF, the Landlord and Tenant have duly signed
and executed these presents on this day of
4�L 1988.
Signed, sealed and delivered
in the presence of:
(SEAL)
A t t e s t: DANNY L KOLHAGE, Clerk
er
RL / j h
LANDLORD
By —Care.__
BOARD OF COUNTY COMMISSIONERS
OF MONROE COUNTY, FLORIDA
ram^
I
0
TERM
SUMMARY PAGE
The term of this Lease shall be a period of two (2) years.
Tenant shall have nine (9) two (2) year options to renew the
Lease in accordance with the terms contained in Paragraph 3 of
the Lease.
UeeT+ D 'KTM.
The premises shall be used by the Tenant as a Monroe County
Parking Lot. Landlord shall operate and maintain the premises on
behalf of the Tenant as a paved parking lot capable of accom-
modating ninety eight (98) automobiles self -parked. There shall
be no valet service. Tenant shall put the property to no other
use.
Tenant may use any or all of the parking spaces for County
employees. Any spaces not currently used by the Tenant for
County employees shall be available to Landlord for rental to the
general public. Persons on jury duty shall be entitled to park
in the lot free of charge.
Tenant shall pay the Landlord as base rent per month the sum
of all net revenue derived from operation of the parking lot with
a minimum net revenue guaranteed by Tenant to Landlord of
$5,390.00 per month. Net revenue means all revenues derived from
operation of the parking lot less all costs of operations includ-
ing, but not limited to, all insurance, labor, repairs, mainte-
nance, supplies, and a management fee of $450.00. Ad valorem
taxes shall not be included. Landlord shall prepare an annual
estimated budget for costs of operation of the parking lot.
One -twelfth (1/12) of the estimated annual budget shall be
deducted from each month's parking lot revenue and if the net
revenue is less that $5,390.00, then the Tenant shall pay the sum
required to bring the month's net revenue up to $5,390.00 within
fifteen (15) days of receipt of the computation from Landlord.
Annual net revenue shall be calculated on each anniversary of the
Lease using actual revenue and cost figures for the year, and
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rental payments will be adjusted accordingly. Tenant shall be
entitled to audit all records relating to costs charged to Tenant
and revenues collected.
Landlord shall set parking lot rates in agreement with the
Tenant. The initial hourly rate shall be One Dollar ($1.00) per
hour. Rates will not increase above the rates charged from time
to time by The City of Key West at its "park for pay" parking
lots, specifically Mallory Square Parking Lot.
Persons having business at the Monroe County Courthouse
Complex will be entitled to a fifty (507) percent rate reduction
for the first hour, based upon a ticket validation system. The
Tenant may reserve a number of spaces for its employees or
business invitees during normal Courthouse hours.
Landlord shall have the right to reduce the size of the lot
and build a parking garage provided the facility will still
provide a minimum of 98 parking places and provided further that
Landlord provide temporary alternate parking during any period
that the 98 parking places, or any of them, is unavailable
whether due to construction or other causes.
The property to be leased hereunder is described with
particularity in Exhibit "A" attached hereto.
The terms set forth herein are part of the Lease executed
between Monroe County and Truman Annex Company this day
day
of 1988.
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LEGAL DESCRIPTION - "LOT 302"
A parcel of land on the Island of Key West, Monroe County,
Florida being a portion of Lot 1, Block 52 as shown on the
unrecorded "Map of the Town of Key West together with the Island
as surveyed and delineated February 1829 by W. A. Whitehead and
being more particularly described as follows:
Commence at the intersection of the Northwesterly R/W line of
Angela Street and the Southwesterly R/W line of Thomas Street
said point marked by an aluminum disc stamped #928; thence run
along the said Southwesterly R/W line of Thomas Street N
33059'24" W - 570.76 feet to the POINT OF BEGINNING of the
following described parcel of land; thence run S 55°57'21" W -
132.00 feet; thence run N 33°59'24" W - 247.66 feet; thence run N
56005'19" E - 132.00 feet to a point on the Southwesterly R/W
line of Thomas Street; thence along the said R/W line S 33°59'24"
E - 247.36 feet to the POINT OF BEGINNING, containing 0.7500
acres more or less.
EXHIBIT "A"
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