SUB LEASE TO JOLLEY TROLLEY - CAN BE RENEWED FOR 1 YR AFTER INITIAL TERM ENDS 12/31/02
J
I
JOLLY TROLLEY LEASE
I.PARTIES. The parties to this shopping center lease are:
1.1 B. J. E., Inc., a Florida corporation, with a mailing
address at 483 Mandalay Ave., Clearwater, FL, as LESSOR; and
1. 2 City of Clearwater, with a mailing address at 112 S.
Osceola Ave., Clearwater, FL 33756, as LESSEE, on behalf of
and for the benefit of Jolley Trolley, Inc.
2.PREMISES.
2.1 Lessor hereby leases to Lessee the following property (the
"premises") :
2.1.1 Unit (s) 113 of the shopping center known as Pelican
Walk (the "center") with street address of 483 Mandalay
Avenue, Clearwater, Florida, consisting of approximately
900 square feet and being a portion of the property
described as:
Lots 32 through 43, block "B", first addition to
Clearwater Beach Park, as recorded in plat book 15, page
80, public records of Pinellas County, Florida, together
with the adjacent ~ of a vacated alley lying along the
east boundary thereof.
And together with:
Lots 2 through 8, block "A", replat of Block "A" and lots
1 to 15 incl. block "B" of Clearwater Beach Park first
addition, according to the plat thereof as recorded in
plat book 21, page 21 of the public records of Pinellas
County, Florida, together with the adj acent ~ of a
vacated alley lying along the west boundary thereof.
2.1.2 Lessee in addition shall have the right to the
nonexclusive use, in common with others, of all such
parking facilities, driveways, truck and service courts,
walks and other facilities designed for common use as may
be designated by Lessor.
2.2 Lessor reserves the right to change the size, layout and
location of any buildings or common areas and facilities which
Lessor
Lessee
1
I I
are part of the center, as will as to reduce or expand the
size of the center.
3.TERM.
3.1 This lease will be for a three year term beginning on the
rent commencement date as defined in section 4 (the "term").
Each lease year will consist of a 12-month period beginning on
the rent commencement date and successive anniversaries of
that date.
3.2 The parties may execute, at any time at Lessor's option,
and Lessor will record a memorandum of this lease to reflect,
among other things as Lessor shall require, the date on which
the term begins and ends.
4. RENT.
4.1 Base Rent. Lessee agrees to pay Lessor for and during the
term the sum of $13.00 per square foot or $11.700 per year as
base rent payable in equal monthly installments in advance of
$975 beginning on the rent commencement date of January 1,
1999.
4.1.1 The term CPI means the Consumer Price Index for All
Urban Consumers, Southern Region, All Items (1982-84 =
100) published by the Bureau of Labor Statistics of the
U.S. Department of Labor. If the CPI ceases to use 1982-
84 = 100 as a base, or if the CPI is altered, modified,
converted, or revised in any way, the CPI will be
adjusted to the figure that would have resulted had the
change not occurred. If the CPI ceases to be published,
any substitute or successor equivalent index published by
any agency of the U.S. will be used in the Lessor's sole
discretion. The term "base index" means the CPI in effect
for the calendar month of the rent commencement date.
The term "comparison index" means the CPI in effect for
the second calendar month before successive anniversaries
of the rent commencement date.
4.2 Lessee may extend the lease term for one additional
period of one year on the same terms and conditions contained
in this lease, except that:
Lessor
Lessee
2
I
I
4.2.1 Lessee agrees to pay Lessor for and during extended
terms the sum of $13.00 per square foot or $11.700 per
year as base rent payable in equal monthly installments
in advance of $975 plus any increase as a result of CPI
adjustments as provided in section 4.1.1 as of the first
day of the extended term.
4.2.2 The option to extend the term granted by this
section must be exercised by Lessee, if at all, not more
than six nor less than two months before the expiration
of the term, by written notice to Lessor. Lessee may not
exercise its option if Lessee is in default of this
lease. Lessee's notice of its election to exercise its
option will be irrevocable.
4.2.3 No further extensions of the term are granted.
4.3 All rent must be paid in United States currency without
demand, setoff, or deduction, at Lessor's address provided in
subsection 1.1, or to any person and place designated in
writing by Lessor.
4.4 The "rent commencement date" shall be the first day of the
month in which this lease is executed.
4.5 The following will be deemed additional rent: all other
costs or charges to be borne by Lessee under this lease
whether or not advanced by Lessor and whether or not
specifically defined as additional rent.
5.UTILITIES.
5.1 Lessee must pay for all utility services to the premises
during the term and must pay all bills before they become
delinquent, so that the premises will not be without water for
health and sanitary purposes or fire protection, electricity
for lighting and security, sewer, steam, heat, gas, hot water,
fuel oil, or telephones for the active conduct of Lessee's
business. Water usage as metered for Lessee's premises shall
be charged to Lessee by Lessor and shall be additional rent
hereunder.
5.2 Lessor will not be liable to Lessee for any interruption
of utility service that is beyond Lessor's power to control or
Lessor
Lessee
3
1
I
that is requested by Lessor in order to make repairs or
alterations to the premises or any part of the building in
which the premises are located.
6. USE OF PREMISES.
6.1 The premises are leased to Lessee solely for the following
use and no other use can be made of the premises during the
term without the written consent of the Lessor: Jollev Trolley
offices.
7. COMPLIANCE WITH REGULATIONS.
7.1 Lessee, at Lessee's own expense, must comply promptly with
all statutes, ordinances, rules, orders, regulations, and
requirements of federal, state, county, and city governments
and their respective agencies applicable to the use and
occupancy of the premises by Lessee. This includes mandatory
compliance with minimum building, health, and safety standards
regarding the premises.
7.2 Lessee will save Lessor harmless from fines, penalties,
costs, expenses, or damages resulting from Lessee's failure to
observe and perform the undertakings contained in this
section.
8. ASSIGNMENT AND SUBLETTING.
8.1 Lessee will not assign this lease in whole or in part, or
sublet the whole or any part of the premises, or permit the
use of the whole or any part of the premises by any licensee
or concessionaire, or encumber this lease, without first
obtaining the written consent of Lessor. Lessor covenants that
its consent shall not arbitrarily be withheld.
8.2 Lessee will remain liable for the performance of this
lease regardless of any assignment, sublease, or license with
or without the consent of Lessor. If the premises are
assigned, sublet or occupied by anyone other than Lessee,
Lessor may collect rent from the assignee, subtenant, or
occupant, and apply the net amount collected to the rent
herein reserved. No such collection shall be deemed a waiver
of the covenant herein against assignment and subletting, or
the acceptance of such assignee, subtenant, or occupant as
Lessor
Lessee
4
I
I
Lessee, or a release of Lessee from further performance of the
covenants herein contained.
8.3 Any change in the ownership or control of Lessee by
transfer of capital stock or partnership interest or otherwise
will be deemed an assignment for purposes of this section.
However, Lessor consents to assignment of this lease or
sublease of the premises by Lessee to a wholly owned
subsidiary of Lessee. Lessee will remain liable for the
performance of this lease regardless of assignment or
sublease.
9. CONDITION OF PREMISES.
9.1 Lessee acknowledges that: (i) Lessee has carefully
inspected the premises and found them in a good state of
repair and in clean and orderly condition; (ii) no
representation has been made to Lessee concerning the
suitability of the premises for Lessee's purposes; and (iii)
must deliver the premises to Lessor in the same condition they
were in at the beginning of the term, subject to section 10.
10. ALTERATIONS; FIXTURES.
10.1 Lessee will make no alterations or improvements to the
premises, after initial improvements which were approved by
Lessor, without the approval of Lessor. Should alterations or
improvements to the premises be made by the Lessee without the
express written approval of Lessor, then in addition to all
other remedies of Lessor, during or after the termination of
this lease, Lessee shall be liable to Lessor for all costs of
restoring the premises to the
condition they were in at the beginning of the term as well as
the costs of repairing all damage to the premises that results
from the removal of same.
10.2 To the extent that alterations or improvements to the
premises are undertaken in compliance with Lessor's approval,
all fixtures, installations, additions, alterations, and
improvements made by Lessee or existing prior to Lessee's
tenancy will remain the property of Lessor on termination of
this lease without compensation to Lessee, unless Lessor shall
have given written notice to Lessee before the expiration of
Lessor
Lessee
5
I,
I
the term to remove some or all of them, in which event Lessee
must remove such items as Lessor directs, and restore the
premises to the condition they were in at the beginning of the
term as well as repair all damage to the premises that results
from the removal of the property.
11. REPAIRS AND MAINTENANCE.
11.1 Lessor shall keep the common areas in good repair
including the parking areas, landscaping, foundation, outer
walls, roof and buried conduits, except that Lessor shall not
be called upon to make any such repairs occasioned by the
negligence of the Lessee, its agents, express or implied
invitees, or employees.
11.2 Lessee shall keep the inside of the premises and the
interior doors, ceiling, windows and window frames of said
premises in good order, condition and repair and shall also
keep the premises in a clean, sanitary and safe condition in
accordance with law and in accordance with all directions,
rules and regulations of governmental agencies having
jurisdiction. The electrical, heating and air-conditioning
system and plumbing facilities shall be under the control of
Lessee, and Lessee agrees that all operation, upkeep, repairs
and replacements will be at Lessee's expense.
11.3 Lessee shall be responsible for providing all light bulbs
on the premises. The plumbing facilities shall not be used
for any other purposes than that for which they are
constructed and no foreign obj ects or substances shall be
thrown therein, and the expense of any breakage, stoppage or
damage resulting from the violation of this provision shall be
borne by Lessee.
11.4 In the event Lessor pays any monies required to be paid
by Lessee hereunder, Lessor shall demand paYment of same from
Lessee and Lessee shall make paYment with its next monthly
paYment of base rent as additional rent after receipt of said
demand. Lessee's failure to make such repaYment as provided
for herein shall constitute a default under the terms of this
lease.
Lessor
Lessee
6
I
I
12. RIGHT OF ENTRY.
12.1 Lessor may enter the premises at all reasonable times for
purposes of inspection, to make emergency repairs, and to
exhibit the premises to prospective lenders, purchasers, and
tenants.
13. INDEMNITY.
13.1 Except to the extent that indemnity is provided by
insurance, Lessee must defend Lessor and indemnify Lessor
and hold Lessor harmless from all liability, losses, costs,
damages, or expenses, including the cost of investigation and
reasonable attorneys fees, that Lessor may incur with respect
to any claim or demand arising out of the use or occupancy of
the premises by Lessee.
13.2 However, nothing herein shall constitute a waiver by
lessee of its sovereign immunity and the limitations set forth
in section 768.28 Florida Statutes.
14. INSURANCE.
City of Clearwater will provide letter of self-insurance.
15. CASUALTY.
15.1 If the premises are damaged by fire or other casualty to
the extent of not more than 30% of the rentable square
footage, Lessor must restore the premises to substantially the
condition in which they were immediately before the casualty.
15.2 If the premises are damaged by fire or other casualty to
the extent of more than 30% but less than 70% of the rentable
square footage, Lessor may elect to restore the premises or to
terminate this lease by written notice of the election to
Lessee within 60 days after the date of the casualty. If
Lessor elects to restore the premises, Lessor must proceed
with restoration promptly and pursue the work diligently to
completion, not to exceed eight months from the date of the
casualty. If Lessor elects to terminate this lease, Lessee's
obligation for rent will terminate on the date of the
casualty, and Lessee must vacate the premises within 30 days
after receipt of Lessor's election to terminate this lease.
Lessor
Lessee
7
I
I
15.3 If the premises are damaged by fire or other casualty to
the extent of 70% or more of rentable square footage, this
lease will terminate on the date of the casualty.
15.4 Lessee's obligation for rent will abate for the portion
of the premises that is unusable by reason of casualty for the
period from the date of casualty until the premises are fully
restored. If the premises are not restored, Lessee's
obligation for rent will cease on the date of the casualty.
If, however, the casualty was the result of a negligent or
willful act of Lessee there will be no abatement of rent.
16. CONSTRUCTION LIENS.
16.1 Lessor's interest in the premises and the underlying fee
is not subject to any lien for improvements to the premises
undertaken by Lessee whether or not such improvements were
made with the consent of Lessor.
16.2 If any lien or claim of lien is filed against the
premises as a result of any act of Lessee, Lessee must
transfer the lien to deposit or bond as provided by law within
15 days after the lien or claim of lien was filed.
16.3 Any recorded memorandum of
prohibition against liens on
accordance with this section.
this lease shall contain the
the interest of Lessor in
17. SUBORDINATION; ESTOPPEL CERTIFICATES.
17.1 This lease is expressly subject to and subordinate to all
mortgages and other obligations of Lessor that are secured by
a lien on the premises, and all advances that may now or
hereafter become a lien on the premises, and to any extensions
and renewals thereof.
17.2 On demand of Lessor, Lessee must promptly execute and
deliver any agreement of subordination reasonably required by
the lender whose lien is to be given priority over this lease.
Lessee will not be required to subordinate his or her
interest, however, unless the lender requesting the
subordination agrees not to disturb the peaceful possession of
Lessor
Lessee
8
I
I
Lessee as long as Lessee is not in default of the obligations
under this lease.
17.3 Within 10 days after a written request from Lessor,
Lessee must execute and deliver a statement of the status of
this lease in the form and content Lessor or any creditor of
Lessor may reasonably require, setting forth that this lease
is in full force and effect and unmodified, or, if modified,
setting forth the substance of the modification or appending
a copy of the modification to it. The statement must contain
any other details concerning the status of the lease that
Lessor deems necessary. If Lessee fails to execute the written
statement timely, it will constitute a representation that the
lease is in good and current standing and is unmodified, which
representation may be relied on by any prospective purchaser
of the premises or any holder of a mortgage on the premises.
18. CONDEMNATION
18.1 Lessor and Lessee agree that if the whole of the
premises, or so much thereof as to render the balance unusable
by Lessee, shall be taken under power of eminent domain, or
otherwise transferred in lieu thereof, or if any part of the
premises are taken and its continued operation is not in the
Lessor's sole opinion, economical, this lease shall
automatically terminate as of the date title vests in the
taking authority. Rent will be prorated to the date of
termination, and all advance rent and security deposits will
be repaid Lessee, subject to such claims as Lessor may have
for damages arising before the date of termination. Lessee
shall not be entitled to any damages from Lessor for the
unexpired portion of the term or extended term of this lease
or injury to its leasehold interest. Lessee may pursue all
available remedies for the taking but will have no interest in
the award made to Lessor. In the event of a partial taking
which does not result in the termination of this lease, rent
shall be apportioned according to the part of the premises
remaining usable by the Lessee.
19. DEFAULT.
19.1 Time is of the essence in the performance of this lease.
Lessee will be deemed in default if:
Lessor
Lessee
9
I
I
19.1.1 Lessee fails to pay rent on the day the paYment is
due and rent, or any portion thereof, remains unpaid for
3 days after demand for paYment is made by Lessor; or
19.1.2 Lessee fails to perform or observe any of Lessee's
covenants, agreements or conditions of this lease other
than the paYment of rent, for 10 days after demand for
performance by Lessor.
19.1.3. Lessee may terminate this lease at any time with
90 days written notice, if the City Manager determines
that there is no longer a municipal need for the premises
or the City Commission no longer allocates adequate
budgetary appropriations for the premises or staff
thereof.
19.2 Notwithstanding anything in this agreement to the
contrary, demand and notice pursuant to subsection 19.1 may be
served to the other party at Lessor's option by posting notice
to the premises. Notice must be delivered to the City Manager
with a copy to the City Attorney for Lessee.
19.3 No default will be deemed waived by acceptance of rent,
whether or not Lessor has knowledge of the default, unless the
waiver is expressed in writing and signed by Lessor.
20. REMEDIES OF LESSOR.
20.1 In the event of default by Lessee, Lessor will have the
following cumulative rights, privileges, and options in
addition to all other remedies now or hereafter provided by
law:
20.1.1 To perform any act or do anything required under
this lease to be performed by Lessee, and to recover the
cost thereof from Lessee.
20.1.2 To terminate the lease, re-enter, and relet the
premises for the account of Lessor. Lessor will be
entitled to recover from Lessee all damages that result
from Lessee's default.
Lessor
Lessee
10
I
I
21. SURRENDER.
21.1 If Lessee abandons the premises before expiration of the
term, Lessee will be deemed to have offered to terminate the
lease in exchange for retention by Lessor of all prepaid rent.
If Lessor accepts the offer in writing, this lease will
terminate and Lessee will have no further obligation to
Lessor.
21.2 No action of Lessor, including but not limited to
acceptance of keys from Lessee and preparations for reletting
the premises, will be construed to be an acceptance of
Lessee's offer of surrender.
22. CONSTRUCTIVE EVICTION.
22.1 Lessee shall not be entitled to claim a constructive
eviction from the premises unless Lessee shall have first
notified Lessor in writing of the condition or conditions
giving rise thereto and, if the complaints be justified,
unless Lessor shall have failed within a reasonable time after
receipt of such notice to remedy such conditions.
23. RISK OF LOSS.
23.1 All personal property placed or moved in the premises
shall be at the risk of the Lessee or owner thereof. The
Lessor shall not be responsible or liable to the Lessee for
any loss or damage that may be occasioned by or through the
acts or omissions of persons occupying adjoining premises or
any part of the premises adjacent to or connected with the
premises hereby lease or any part of the building which the
leased premises are a part of for any loss or damage resulting
to the Lessee or its property from bursting, stopped up or
leaking water, gas, sewer or steam pipes unless the same is
due to the negligence of the Lessor, its agents, servants or
employees.
24. PARKING SPACES.
24.1 Lessee shall have the right to use the parking lot
adjacent to the building of which the leased premises are a
part without allocating spaces to the Lessee unless, in the
Lessor
Lessee
11
I
I
sole discretion of Lessor, allocation and limit of number of
spaces is necessary.
24.2 Further, Lessor may designate certain areas of the
parking lot or areas off site with for use by employees of
Lessee, which areas shall be used nonexclusively and shared
with employees of other tenants of the center.
25. JANITORIAL.
25.1 Lessee shall obtain and maintain janitorial services for
the leased premises at its own expense.
26. SIGNAGE.
26.1 Lessee, at Lessee's sole expense and with Lessor's prior
written approval, shall have the right to erect and maintain
a sign as may be architecturally compatible with the design of
the center, provided it is placed in the area designated by
Lessor and conforms with all governmental codes and
regulations. Lessee shall be responsible for obtaining all
required permits at its own expense. Existing signage shall
also be subj ect to this provision. Lessee shall have no
entitlement to monument signage at the entranceways or
elsewhere on or about the center.
27. HAZARDOUS SUBSTANCES.
27.1 Lessee covenants and agrees that throughout the term of
this lease no hazardous materials, defined as any waste
materials, or other substances of any kind or character that
are or become regulated as hazardous or toxic waste or
substances, or which require special handling or treatment,
under any applicable local, state or federal law, rule,
regulation, or order, will be used, generated, released,
discharged, stored, disposed, or transported on or from the
premises, other than in strict compliance with all applicable
federal, state and local laws, rules regulations and orders.
28. GENERAL.
Lessor
Lessee
12
I
I
28.1 Lessor's Assignment. Notwithstanding
lease to the contrary, Lessor shall have
right of assigning this lease at any time,
of such assignment, the Lessor shall be
liabilities hereunder.
anything in this
the unrestricted
and in the event
relieved of all
28 .2 Attorneys Fees. In the event either party seeks to
enforce or interpret the provisions of this lease by legal
action or by advice from attorneys at law, then the prevailing
party or the party whose position is maintained, shall be
entitled to its reasonable costs, expenses and attorney's fees
whether or not suit is brought, or whether occurring in
connections with settlement, trial, appeal, bankruptcy or
otherwise. In the case of paYment of such amount by Lessee to
Lessor, such amount shall be due and payable as additional
rent with the next monthly paYment of base rent after notice
of such amount is given by Lessor to Lessee.
28.3 No Waiver. One or more waivers of any covenant, term or
condition of this lease by Lessor shall not be construed as a
waiver of subsequent breach of the same covenant, term of
condition. The consent or approval by Lessor to or of any act
by Lessee requiring such consent or approval shall not be
deemed to waive or render unnecessary consent to or approval
of any subsequent similar act of Lessee.
28.4 Applicable Law; Venue. This lease will be governed by the
laws of Florida and shall be enforced on in a court of
competent jurisdiction in Pinellas County, Florida.
28.5 Captions. The captions and
lease are for convenience only
interpret or construe this lease.
headings contained in this
and will not be used to
28.6 Counterparts. This lease was executed in several
counterparts, all of which are to be considered one document,
and anyone of which may be introduced into evidence without
production of any other copy.
28.7 Entire Agreement. This lease sets out the entire
agreement of the parties. There are no implied covenants or
warranties except as expressly set forth herein. No agreement
to modify this lease will be effective unless in writing and
Lessor
Lessee
13
I
I
executed by the party against whom the modification is sought
to be enforced.
28 . 8 Good
obligation
its terms.
Faith. This lease imposes on the parties the
of good faith in the observance and enforcement of
28 .9 Gender and Number. Where the context requires, the
masculine will include the feminine and neuter, the singular
will include the plural, and vice versa.
28.10 Notices. All notices that either party desires or is
required to give the other must be in writing and delivered by
personal delivery or by certified or registered mail. Notices
to Lessor must be delivered to Lessor's address shown in the
lease, and to Lessee at the premises and at the address in
this Lease. Lessor may change address from time to time by
giving written notice to Lessee of the change.
28.11 Parties Bound. This lease is binding on and inures to
the benefit of the parties and their respective heirs,
successors, and personal representatives.
28.12 References. Appendices to this lease, if not physically
attached, are incorporated by reference when identified in
this lease and initialed by the parties.
28.13 Severability. If any provision of this lease or its
application to any person or circumstance is declared invalid
or unenforceable, the remainder of this lease will not be
affected but will be enforced to the extent permitted by law.
28.14 Time of the Essence. Time is of the essence in the
performance of this lease.
28.15 Trial by Jury. The parties waive trial by jury in any
action, proceeding, or counterclaim brought by either party
against the other with respect to any matter arising under
this lease or Lessee's use or occupation of the premises.
Lessor
Lessee
14
i
I
WHEREOF, the parties hereto
,"5"1...4-..... day of ~",c""'_.A
{J \
"LESSOR"
IN WITNESS
and seals this
WITNESSES:
!k &
_! ~-/ .
I ~ ?( ;/0''yy?
Printed name:
~"",/'( HC/rVJoo/ f.
~ /fa~...V1/?;
printe name:
WITNESSES:
fl~~{Zj)~ov
CL~:if ~~
f\0~' . "C~-'U2-~
Printed name:
!1~{J~;J
~.T ~
,i)nn ~ -) . L(..-y'~
Printed name: '
Approved as to form:
L~~~s:as ~
Assistant City Attorney
Lessor
Lessee
have set their hands
, 19~.
f;~ ff~(~
B.J.E., INC.
BY: Elias Anastasopoulos
ITS: President
"LESSEE"
~
.
-
CITY OF CLEARWATER
BY: Michael J. Roberto
ITS: City Manager
Countersigned:
OF CLEARWAT
Rita Garvey
Mayor-Commissioner
Attest:
c~\ lu~'c 2: I~.. 0..
Cynthia E.Goudeau
ci ty) Clerk
15