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FIVE YEAR LEASE AGREEMENT ., .~ .- ' I J I LEASE AGREEMENT THIS LEASE AGREEMENT is made and entered into this ;;( 7~ day of -e ,199.5'"; by and between the CITY OF CLEARWATER, a Florida Mu icipa i ty, herein called the "Lessor", and Lee E. Arnold, Jr. and Herbert G. Brown, partners, d/b/a ARNOLD-BROWN PROPERTIES, a fictitious name entity under Chapter 865.09, Florida statutes, herein called the "Lessee". This agreement represents the whole and entire agreement between Lessor and Lessee and the following articles and sections are herein incorporated: Article I. Article II. Article III. Article IV. section section section Section Section Article V. section section section Article VI. Article VII. Article VIII. Section section section section Article IX. section Section section Article X. Article XI. Article XII. section section section section Article XIII. Article XIV. Article XV. section section section section section ~r!/~. d ~ ARTICLES TITLE TERM LEASEHOLD RIGHTS AND RESPONSIBILITIES 1. Use of Premises 2. Maintenance of Premises 3. Repair and Improvements 4. utilities 5. Quiet Enjoyment LEASE RENTAL PAYMENTS 1. Rental Payments 2. Late Fee 3. Adjust of Rental Payments RENEWAL TAXES INSURANCE 1. Minimum Scope of Insurance 2. Minimum Limits of Insurance 3. Additional Named Insured 4. Verification of Coverage CASUALTY DAMAGE TO PREMISES 1. Reparable Damage 2. Catastrophic Damage 3. Waiver of Recovery Rights LIABILITY AND INDEMNIFICATION AMERICANS WITH DISABILITIES ACT NON-DISCRIMINATION 1. No Exclusion From Use 2. No Exclusion From Hire 3. Observation of Various Laws 4. Breach of Nondiscrimination Covenants DISCLAIMER OF WARRANTIES ASSIGNMENT OF LEASE DEFAULT AND TERMINATION 1. Termination by Lessee 2. Termination by Lessor 3. Exercise 4. Removal of Property 5. Causes of Breach and Waiver 1 of 10 /? -()~(O ,_ , (2) " . , I I Article XVI. Section section section Article XVII. Article XIII. ENVIRONMENTAL MATTERS 1. No Warranties By Lessor 2. Lessor Held Harmless 3. Radon Gas Advisory NOTICE EFFECTIVE DATE WIT N E SSE T H : WHEREAS, the Lessor has ownership of and control over the use of the City-owned parking lot and premises located on the southeast corner of Drew Street and North Osceola Avenue, Clearwater, Florida 34615; and WHEREAS, Lessee desires to utilize the western 150 feet, more or less, of such premises for private, non-commercial parking purposes; and WHEREAS, Lessor desires to lease out such portion of its parking lot and premises to Lessee; NOW, THEREFORE, in consideration of the Premises and the mutual covenants contained in this Agreement, the Lessor and Lessee hereby agree as follows: ARTICLE I. TITLE The title of this lease is the ARNOLD-BROWN PROPERTIES, PARKING LOT #7 lease. ARTICLE II. TERM The term of this lease shall be for a period of Five (5) years commencing on the 1st day of February. 1995 (the Commencement Date) and continuing through the 31st day of January. 2000 (the Termination Date) unless earlier terminated under the terms of this agreement. ARTICLE III. LEASEHOLD Lessor leases to the Lessee the following described property (as depicted in Exhibit "A" attached hereto), including all Lessor-owned improvements thereon, located in Pinellas County, Florida, to wit: A PORTION OF THE NORTHWEST ~ RANGE 15 EAST, PINELLAS PARTICULARLY DESCRIBED AS FOLLOWING DESCRIBED PARCEL: OF SECTION 16, TOWNSHIP 29 SOUTH, COUNTY, FLORIDA, BEING MORE THE WESTERLY 150 FEET OF THE BEGIN AT THE INTERSECTION OF THE SOUTH RIGHT-OF-WAY LINE OF DREW STREET AND THE WEST RIGHT-OF-WAY LINE OF NORTH FORT HARRISON AVENUE FOR A POINT OF BEGINNING; RUN THENCE SOUTH ALONG THE WEST RIGHT-OF-WAY LINE OF NORTH FORT HARRISON, 54.30 l FEET; THENCE WEST 345.0 FEET; THENCE NORTH 54.30 FEET; THENCE EAST 344.08 FEET TO THE POINT OF BEGINNING. CONTAINING 8,145 SQUARE FEET, MORE OR LESS. 2 of 10 " :' I I ARTICLE IV. RIGHTS AND RESPONSIBILITIES section 1. Use of Premises. a. Lessee shall use the demised premises as an unmetered non-commercial parking lot for the exclusive use and benefit of office personnel and guests of the five story office building commonly known as 121 North Osceola Avenue, Clearwater, Florida. b. Lessee covenants and agrees to make no unlawful, improper or offensive use of the leased premises. At the termination of this lease, Lessee agrees to return the premises to the Lessor in as good condition as at the effective date of this agreement, subject only to normal wear and tear. section 2. Maintenance of Premises. The Lessee shall properly maintain the leasehold in a clean and orderly condition. section 3. Repairs and Im~rovements. a. Lessee may make whatever repairs, alterations and improvements to the premises it deems necessary, providing that the Lessor, other than for prudent and normal maintenance and repairs, first agrees in writing to any such actions to alter or improve the premises. If the property's physical condition falls into a state of disrepair in the opinion of the City Building Official, the Lessor may terminate this Agreement upon fifteen (15) days written notice. b. Repairs, alterations or improvements attached to the premises shall become the property of Lessor upon the termination or expiration of this lease or any extension hereof unless otherwise indicated by Lessor. c. In no event shall Lessor or any of Lessor's property be liable for or chargeable with any expense or lien for work, labor or materials used in the premises, or any improvements, repairs, or alterations thereof. section 4. utilities. Lessee shall pay all bills for electrical and utility services before such bills become delinquent. section 5. ouiet En;ovment. Upon payment the rents herein required, and upon observing and performing the covenants, terms and conditions required by the lease, the Lessee shall peaceably and quietly hold and enjoy the leased premises for the term of the lease without hinderance or interruption by the Lessor. 3 of 10 III' ~, ) I ARTICLE V. LEASE RENTAL PAYMENTS section 1. Rental Pavments. Subject to adjustment as provided below, the Lessee hereby covenants and agrees to pay to Lessor rental therefore in the total sum of TWELVE THOUSAND AND---NOj100'S---DOLLARS ($12,000.00) payable in 60 equal monthly installments of $200.00, plus applicable sales taxes due thereon, commencing on the First day of February, 1995, and due and payable in advance on the First day of each and every month thereafter during the full term of the lease until the total rental hereunder has been paid in full. section 2. Late Fee. It is further understood and agreed between the parties hereto, that if default is made in the payment of rent as above set forth, or any part thereof, and if any installment or rent shall remain unpaid for ten (10) days, whether said rent accrued before or after the expiration of this lease, Lessee agrees to pay in addition to the monthly rental due, a late fee equal to ten percent (10%) of the monthly rental due. section 3. Adiustment of Rental Payments. Commencing with the 37th monthly rental installment, and continuing through the 60th monthly rental installment, the monthly rent shall be adjusted to an amount equal to the initial monthly rental installment increased or decreased by an amount equal to the cumulative annual percentage increase or decrease, if any, for the three preceding calendar years in the Consumer Price Index for "all items" publisheQ by the Bureau of Labor Statistics of the united States Department of Labor, except that in no event shall the total increase or decrease in the initial monthly rental installment exceed Fifteen Percent (15%). ARTICLE VI. RENEWAL Provided that Lessee shall not be in default under this Lease, Lessee shall have the option to renew this Lease for one additional five year term ("Renewal Term") under the same terms and conditions provided herein, except that the initial monthly rent for the Renewal Term shall be an amount equal to the monthly rental installment payable by Lessee commencing the 37th month of the initial lease term increased or decreased by an amount equal to the cumulative annual percentage increase or decrease, if any, in the Consumer Price Index for "all items" published by the Bureau of Labor statistics of the united States Department of Labor for the two calendar years 1998 and 1999, except that in no event shall the increase or decrease in the 37th monthly rental installment exceed Ten Percent (10%). Additional adjustment in the monthly rental during the Renewal Term of this lease shall be as provided in Article V, section 3 above. ARTICLE VII. TAXES Lessee agrees to pay any real property taxes that may be assessed and levied on the property or on the leasehold created by this document. Lessee shall have the right to appeal on its own behalf and at its own expense any ad valorem and personal property taxes assessed pursuant to this lease. 4 of 10 I I ARTICLE VIII. INSURANCE Lessee shall procure and maintain during the term of this Agreement insurance against claims for injuries to persons or damage to property which may arise from or in connection with this lease. section 1. Minimum Scope of Insurance. A comprehensive General Liability policy and Fire Insurance policy covering the leased premises and Lessee activities occurring thereon shall be obtained and maintained in force by the Lessee. section 2. Minimum Limits of Insurance. Comprehensi ve General Liability Insurance procured in accordance with this article shall have minimum coverage limits of $300,000 Bodily Injury and $100,000 with respect to property damage arising out of anyone (1) occurrence. Such policies shall be carried in companies licensed to do business in the State of Florida. section 3. Additional Named Insured. Each insurance policy issued as a requirement of this agreement shall name the city of Clearwater, Lessor, as additional named insured. The coverage shall contain no special limitations on the scope of the protection afforded to the Lessor, its officers, employees or volunteers. section 4. Verification of Coveraqe. Lessee shall furnish the Lessor with certificates of Insurance with all endorsements affecting coverage required by this article. These forms shall be received and approved by the Lessor's Risk Manager before execution of this Lease agreement by authorized City officials. ARTICLE IX. CASUALTY DAMAGE TO PREMISES Section 1. Reparable Damaqe. Any time the premises or improvements thereon are damaged or destroyed to the extent that the Lessee cannot therefore conduct its activities and the Lessor determines that the demised premises can be restored by making appropriate repairs, Lessee shall effect such repairs expeditiously and to the satisfaction of the City's Building Official. section 2. Catastrophic Damaqe. In the event of total destruction of or catastrophic damage to the demised premises, the Lessee or Lessor may terminate this lease as of the date of such damage or upon thirty (30) days written notice to the other party to this lease. section 3. waiver of Recovery Rights. Both parties waive any and all rights of recovery against the other party for any direct or indirect loss occurring to the demised premises in the event of damage categorized in sections 1 and 2 above which is covered by insurance. 5 of 10 ;' I I ARTICLE X. LIABILITY AND INDEMNIFICATION Lessee agrees to assume all risks of the Premises and all liability therefore, and shall defend, indemnify, and hold harmless the Lessor, its officers, agents, and employees from and against any and all loss, liability and damages of whatever nature, to persons and property, including, without limiting the generality of the foregoing, death of any person and loss of the use of any property. This includes, but is not limited to, matters arising out of or claimed to have been caused by or in any manner related to the Premises or Lessee's acti vi ties or those of any approved or unapproved invitee, contractor, subcontractor, or other person approved, authorized, or permi tted by Lessee in or about the Premises whether or not based on negligence. ARTICLE XI. AMERICANS WITH DISABILITIES ACT Lessee hereby affirms its intention to take any and all such actions that are reasonable and prudent to comply with the Americans with Disabilities Act of 1990 (known as the "ADA"). ARTICLE XII. NON-DISCRIMINATION Notwithstanding any other provision of this lease agreement, during the performance of this agreement, Lessee for itself, personal representatives, successors in interest and assigns, as part of the consideration for this agreement, does covenant and agree that: section 1. No Exclusion From Use. No person shall be excluded from participation in, denied the benefits of, or otherwise be subjected to discrimination in the use of the premises on the grounds of race, color, religion, sex, handicap, age, or national origin. section 2. No Exclusion From Hire. In the construction of any improvements on, over, or under the premises, and the furnishing of services therein or thereon, no person shall be excluded from participation in, denied the benefits of, or otherwise be subjected to discrimination on the grounds of, or otherwise be subjected to discrimination on the grounds of race, color, religion, sex or national origin. section 3. Observance of Various Laws. The Lessee shall observe the following laws: section I of the 14th Amendment, The Equal Pay Act, The civil Rights Acts of 1866 and 1870, the vietnam Era Veterans Readjustment Act, the standards of Merit System Personnel Administration, Executive Order 12246 as amended, Revised Order 4, the Age Discrimination Act of 1967, the Rehabilitation Act of 1975, Executive Order 11914 and the Americans with Disabilities Act of 1990. 6 of 10 " -, ~ ~ I I section 4. Breach of Nondiscrimination Covenants. In the event of breach of any of the above nondiscrimination covenants, which breach has been finally adjudicated by an appropriate agency or court of law, the Lessor shall have the right to terminate this lease and to re-enter and repossess the premises and hold the same as if said agreement had never been made or issued. This provision does not become effective until the procedures of 49 Code of Federal Regulations ("CFR") Part 21 have been followed and completed, including expiration of appeal rights. ARTICLE XIII. DISCLAIMER OF WARRANTIES This Agreement constitutes the entire Agreement of the parties on the subject hereof and may not be changed, modified or discharged except by written Amendment duly executed by both parties. Lessee agrees that no representations or warranties shall be binding upon the Lessor unless expressed in writing herein or in a duly executed Amendment hereof. Further, Lessor does not warrant and hereby disclaims any and all liability and responsibility for or on account of the condition of the Premises, or any portions thereof, or for or on account of anything affecting such conditions. ARTICLE XIV. ASSIGNMENT OF LEASE This Lease, or any part thereof or interest therein, may not be assigned, transferred or subleased by Lessee without the consent of the Lessor, which consent shall not unreasonably be withheld. It is understood and agreed that the Lessor may, at any time, with notice, assign or delegate any or all of its rights hereunder. ARTICLE XV. DEFAULT AND TERMINATION section 1. Termination bv Lessee. This Agreement shall be subject to termination by Lessee in the event of anyone or more of the following events: a. Lessee determines the uses and benef its der i ved from this lease agreement are no longer required by Lessee, and Lessee serves Lessor with sixty (60) days notice of intention to terminate this lease. b. Lessor determines at a duly constituted City commission meeting that the lease premises is needed for other municipal services and serves Lessee with sixty (60) days notice of such intended use. c. Lessor determines that the premises are so extensively damaged by some casualty that it is impractical or inequitable to repair such leased premises. d. Material default by the Lessor in the performance of any of the terms, covenants or conditions of this agreement, and in the failure of the Lessor to remedy, or undertake to remedy, to Lessee's satisfaction, such default for a period of thirty (30) days after receipt of notice from Lessee to remedy the same. 7 of 10 ,. r,' " I 1 section 2. Termination bv Lessor. This Agreement shall be subject to termination by the Lessor in the event of anyone or more of the following events: a. The material default by Lessee in the performance of any of the terms, covenants or conditions of this Lease Agreement, and in the failure of the Lessee to remedy, or undertake to remedy, to Lessor's satisfaction such default for a period of thirty (30) days after receipt of notice from Lessor to remedy same. b. The Lessor determines at a duly constituted city commission meeting that a municipal need exists for the premises consistent with the City's charter, and serves Lessee with sixty (60) days notice of such intended use. c. Lessee's vacating or abandoning the premises. section 3. Exercise. Exercise of the rights of termination set forth in sections 1 and 2 above shall be by notice to the other party. Forbearance of timely notice shall not be deemed a waiver of any breach. section 4. Removal of Property. Upon termination of this lease for any reason, Lessee, at its sole expense, shall remove from the Premises all signs which Lessee was permitted to install or maintain under the rights granted herein. Lessor may effect such removal at Lessee's expense should Lessee fail to remove said installed property within thirty (30) days of receipt of written notice following termination of this lease. Lessee agrees to pay Lessor promptly in the event of such circumstance upon presentation of a proper invoice. section 5. Causes of Breach and Waiver. a. Neither party shall be held to be in breach of this Agreement because of any failure to perform any of its obligations hereunder if said failure is due to any cause for which it is not responsible and over which it has no control; provided, however, that the foregoing provision shall not apply to a failure of Lessee to provide the amounts of insurance contained in Article VII of this Agreement. b. The waiver of any breach, violation or default in or with respect to the performance or observance of the covenants and conditions contained herein shall not be taken to constitute a waiver of any subsequent breach, violation or default in or with respect to the same or any other covenant or condition hereof. ARTICLE XVI. ENVIRONMENTAL MATTERS section 1. No Warranties Bv Lessor. Lessor has made no investigation of environmental matters with respect to the Subject Property and makes no representations or warranties to buyer as to environmental matters with reference to the Subject Property. 8 of 10 " I 1 Section 2. Lessor Held Har.mless. Lessee agrees to indemnify, defend and hold Lessor, its officers, employees and agents harmless from any claims, judgments, damages, fines, penalties, costs, liabilities (including sums paid in settlement of claims) or loss, including attorneys' fees, consultants' fees, and experts' fees which arise during the term of this lease, or any renewal term, in connection with the presence or suspected presence of toxic or hazardous substances on or within the property improvements, the soil, groundwater, or soil vapor on or under the Premises as may be determined to have been caused directly by Lessee, its employees, agents, contractors, or any party or entity acting at the request of or on behalf of Lessee. This indemnification subject to the provision of causation as to Lessee or its agents as herein provided, shall specifically cover costs in connection with: a. toxic or hazardous substances present or suspected to be present on or within the property improvements, the soil, groundwater or soil vapor, on or under the Premises as of the date hereof; or b. toxic or hazardous substances that migrate, flow, percolate, diffuse, or in any way move into, onto or under the Premises after the date hereof, as a result of the actions of Lessee or its agents, or through the termination hereof, or the termination of any extension hereto; or c. toxic or hazardous substances present within, or under the Premises as a result of any discharge, dumping, spilling (accidental or otherwise) onto the Premises by any person or entity determined to have occurred during the term of any renewal term hereof. Lessee shall not be held responsible or liable if such toxic or hazardous substances are present solely as a result of the negligence or willful misconduct of Lessor, its officials, employees, or agents. Section 3. Radon Gas Advisorv. As required by Section 404.056(8), Florida Statutes, the Lessee shall take note of the following: RADON GAS: Radon is a naturally occurring radioactive gas that, when it has accumulated in a building in sufficient quantities, may present 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 in Florida. Additional infor.mation regarding radon and radon testing may be obtained from your county public health unit. ARTICLE XII. NOTICE Any notice given by one party to the other in connection with the Lease shall be sent certified mail, return receipt requested, with postage and fees prepaid. 1. If to the Lessor, addressed to: City Manager City of Clearwater P. O. Box 4748 Clearwater, FL 34618-4748 9 of 10 , . I 1 2. If to the Lessee, addressed to: Arnold-Brown Properties C/O Arnold Management Services 121 North Osceola Avenue Clearwater, Fl. 34615-4031 ARTICLE XIII. EFFECTIVE DATE The effective date of this lease shall be the day of 199 IN WITNESS WHEREOF, the parties hereto have set their hands and seals this e(7~ day of ~ ' 199,s-. (j ) Lee E. Arnold, Jr. and Herbert G. Brown, partners, doing business as: WITNESSES as to Lessee Herbert G. Brown CITY OF CLEARWATER, FLORIDA issioner By: ~ ~ d;;;Y Elizabet~. Dep(ula, City Manager Approved as to form and legal sufficiency: J4 t' C~ Miles . L~ce ' Assistan city Attorney Attest: ~"~. - GoUct.s.aJ.1,..City Clerk Lot#7Lse.ewb 10 of 10 - .\ + ? ;1'; I ~,~"I o~. '0- o " '" '" ~ :; I I -.fl .w: , "': = ~I s '0 ~ N " .. .:; f, ...i '" = '::>' <- II ~i ... Fi"''';' ~ ~I '" 1--4 " ~ $ I 1--4 "'I ::c <:5i :x: "" - ;;1 ~ ! 0' -' SI " ~ ;, " ,. v ~, "" ~: '0 L, I. .~... 5' i:.- 2.1 t- \i , '~,... Flf .~ .' 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'"' ~<, " e SIR I I + "'- tli, 1. I. 010: ~r" 1_, "l". I.~ , . J, .&>Ao4C-<~C.-€ , '. '" <" I I I , I .(, ,"'I "'. ~I 1 , I '1:1 ~i cc:: ll::' ..,1 =i 1 .., ~i 01 "- 1 '" .. ::1 ~ ~:;i ~: o o <:' 1 i 'f i i I I I i ! i I i ~ i I ~ dl,re : /,V 5: kmedf det/v....ecf To jEHEeJ ~c-e,.. r 7': lfi ~ ,'/'l"nl"~- k~ 'f ~ ~ 13/U7//Jdmt/Y' /1/104.1'1( ~AI 1-(J-9s-. .~ ACCEPTANCE, APPROVAL & AUTHORIZATION THE UNDERSIGNED Lessee this ~ day of January, 1995 acknowledges receipt of revised A~. LEASE RENTAL PAYMENTS (Page 4 of 10) of that certain proposed Lease Agreement between the CITY OF CLEARWATER, FLORIDA and LEE E. ARNOLD, JR. AND HERBERT G. BROWN, djbj a Arnold-Brown Properties regarding property legally described as: A PORTION OF THE NORTHWEST \ OF SECTION 16, TOWNSHIP 29 SOUTH, RANGE 15 EASE, PINELLAS COU.NTY, FLORIDA, BEING MORE PARTICULARLY DESCRIBED AS THE WESTERLY 150 FEET OF THE FOLLOWING DESCRIBED ;PARCEL: BEGIN AT THE INTERSECTION OF THE SOUTH RIGHT-OF-WAY LINE OF DREW STREET AND THE WEST RIGHT-OF-WAY LINE OF NORTH FORT HARRISON AVENUE FOR A POINT OF BEGINNING; RUN THENCE SOUTH ALONG THE WEST RIGHT-OF-WAY LINE OF NORTH FORT HARRISON, 54.30 FEET; THENCE WEST 345.0 FEET; THENCE NORTH 54.30 FEET; THENCE EAST 344.08 FEET TO THE POINT OF BEGINNING. CONTAINING 8,145 SQUARE FEET, MORE OR LESS. Lessee accepts and approves revisions in ARTICLE V. amending total rent due under the proposed Lease Agreement to Twelve Thousand and---NojlOO's---Dollars ($12,000.00) with 60 equal monthly payments of $200.00 per month, and authorizes replacement of ARTICLE V. and page 4 in the Lease Agreement previously executed by Lessee prior to presentation to the Clearwater City commission for acceptance and approval, such presentation to be made not later than the /7r:r- day of J/h/t./../HL(j. , 1995, with all other terms and conditions contained in said proposed Lease Agreement remaining unchanged and in full force and effect. IN WITNESS WHEREOF, the Lessee has set his hand and seal the day and year first above written. Lee E. Arnold, Jr. and Herbert G. Brown, Partners, doing business as: