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LEASE AGREEMENT .. ,,- I J LEASE AGREEMENT THIS LEASE AGREEMENT, executed this L day of /Va I/~ br:l!!.1994, by and between the CITY OF CLEARWATER, FLORIDA, a Municipal Corporation, hereinafter referred to as "Lessor" and CLEARWATER BEACH SEAFOOD, INC., a Florida Corporation, 37 Causeway Boulevard, Clearwater, Florida, d/b/a CLEARWATER BEACH SEAFOOD AND RESTAURANT, hereinafter referred to as "Lessee". WITNESS: That in consideration of the covenants herein contained of the granting of this lease and the sums paid, and to be paid hereunder, the Lessor hereby leases to the Lessee and the Lessee hereby leases from the Lessor according to the terms, conditions, and covenants herein contained the following described premises located in the City of Clearwater, Pinellas County, Florida, to-wit: See attached Exhibit "A" for legal description. THE PARTIES HERETO HEREBY COVENANT AND AGREE AS FOLLOWS: 1. The term of this lease shall be for a period of 114 months, beginning on the 31st day of October, 1994, and ending on the 30th day of April, 2004. The Lessor retains the right to terminate this lease for any municipal need consistent to the Lessor's charter; and in addition Lessor may terminate this lease when the state of Florida or any of its agencies or political subdivisions thereof require the demised property or any portion thereof for a public improvement. This right of termination is to be considered in addition to the right of termination set out in paragraph fourteen (14) of this Agreement. Provided, however, that should the Lessor terminate this Agreement for any municipal need consistent to the Lessor's charter, the Lessor will reimburse the Lessee for its unamortized real property improvements to the site, provided further that: a. Said improvements are permanent and cannot be moved economically to another site; b. The amount to be reimbursed shall include the unamortized cost of improvements; c. In the event that additional improvements are made to the demised (!J! :~~ M premises, with the written consent of the Lessor, during the term of this lease, the cost of such improvements may be added to the 1 (~,) "" J I original value of improvements shown in b. above, as depreciated. Said improvements, as distinguished from personal property of the Lessee shall be certified as to cost by an Independent Certified Public Accountant; and d. The claim for reimbursement shall be supported by independently audited financial statements prepared by a Certified Public Accountant, which shall attest to fairness of the original investment values and subsequent amortization expenses. The amortization expenses, however, shall not be less than the amortization schedule expenses used for Federal Income tax purposes. 2. The Lessee hereby covenants and agrees to pay rental thereof as follows: a. To pay the minimum guaranteed sum of $300,000.00 for the term of this lease, plus additional amounts which become a part of the monthly rent as determined in 2b below. The minimum monthly rent shall be $2,500.00 for 54 months and $2,750.00 for the remaining 60 months; all monthly guaranteed rental payments shall become due and payable on the first day of each month, and continuing on the first day of each month thereafter during the term of this lease. b. In addition to the guaranteed minimum rental referred to above, the Lessee covenants and agrees to pay to the Lessor 5% of annual gross of sales in excess of $850,000.00 based upon monthly gross sales from the operation of the restaurant and seafood market. The reporting of annual and monthly gross sales and the manner in which the gross sales percentage rent shall be paid are as follows: The Lessee shall provide the Lessor within fifteen (15) days following the end of each monthly period of each lease year of this agreement, a statement showing the amount of gross sales during the preceding month and the year-to-date amount of gross sales from the operation of the restaurant and seafood market. The monthly payment of gross- sales-percentage rent shall accompany the monthly statement and shall be made for each monthly period of each lease year of this lease when the year-to-date gross sales, as reported on the monthly 2 ( -' , , .t, , ~ 1 statements, exceeds $850,000.00. The gross sales percentage monthly rental payment shall be based upon annual gross sales-to-date multiplied by the applicable percentage as reflected in the Annual Gross Sales and Percentage Schedule shown below, less credit for any gross sales percentage rental payments made in prior months of the lease year. For the purpose of paragraph 2b, the term monthly, as used herein, shall be the time from a given date in any month to the beginning of the same date in the month immediately following the month in question. The statement used by the Lessee to report such sales shall be in such form as to be satisfactory to Lessor and shall be certified as correct by the Lessee's chief financial officer, or his designee, showing the amount of gross sales at and/or from the demised premises during the monthly period being reported by the statement. The Lessee further agrees that all sales shall be recorded on a cash register utilizing tapes and all such tapes shall be maintained and shall be made available for inspection and auditing by the City Auditor or his designated representative. The Lessee shall in addition make available all books and records relating to the operation of the business, including any and all reports or forms prepared for the purpose of complying with the Federal income tax laws, and all such books, records, reports and forms shall be made available for inspection by Lessor when request is made by the City Manager during the term of this lease. If the Lessee's chief financial officer, or his designee, is not an independent certified public accountant, Lessee agrees upon the request of the Lessor to make all records of gross sales pertaining to the lease available to an independent certified public accountant chosen by the Lessor, for the purpose of conf irming the fair representation of previously submitted statements. Any such audit provided for in this paragraph may not go back more than three (3) years. If the independent certified public accountant, chosen by the 3 I I Lessor, audits the business operated hereunder, and finds that a fair representation of gross revenues understates base revenues due Lessor, the cost of the independent audit shall be borne by the Lessee; if the independent audit confirms the fair representation of the Lessee or confirms an error to the Lessor's advantage, the Lessor shall pay for the audit. c. The term "Gross Sales" shall mean the entire amount of actual sales, whether for cash or otherwise, for all sales at or from the facilities as authorized in paragraph 3b below. No deduction shall be allowed for uncollected or uncollectible credit amounts. Such term shall not include, however, any sums collected and paid out for any sales or excise tax imposed by any duly constituted governmental authority wherein Lessee is regarded as the collecting agent. d. In addition to the first month's rent which is due and payable on the 31st day of October, 1994, or issuance of a Certificate of Occupancy, whichever comes first, the Lessee shall pay $2,500.00 in advance, the $1250.00 deposit made by Lessee in 1983 is considered to be half of the advance deposit, as a deposit for the faithful performance of the Lessee's obligations hereunder except those in paragraph 2a and paragraph 10. The Lessor may deduct from the aforementioned deposit any amount which becomes due from the Lessee to the Lessor for damages to the premises, or for any other reason or cause whatsoever, except rent and paragraph 13 causes. Provided, however, the aforesaid deposit amount or any balance thereof, if any, shall be credited to Lessee's last month rental payment. e. Any amount due from Lessee to Lessor under this lease which is not paid when due shall bear interest at the rate of twelve (12%) percent per annum from date due until paid, together with a late charge of Ten ($10.00) Dollars to cover Lessor's extra expenses involved in collecting such delinquency, provided that such interest and late charges shall be automatically reduced by such amount as necessary to cause such charges to be in compliance with usury laws. 3. The demised premises shall be used only for the purpose of conducting 4 I I the business of: a. Retail and wholesale fish market, including the sale of cooked and uncooked seafood for off-premise consumption. This portion of the business shall be conducted only on the first (1st) floor of the demised premises and shall be open to the public during the hours of 9:00 a.m. to 6:00 p.m., not less than five (5) days each week, during fifty (SO) weeks of each and every year during the term of this lease; and, b. A full-service restaurant, including the sale of alcoholic beverages for on-premise consumption, shall be conducted only on the second (2nd) floor of the demised premises; a seafood restaurant, including the sale of alcoholic beverages for on-premise consumption, shall be conducted only on the first (1st) floor of the demised premises; the full-service restaurant shall be open to the public not earlier than 5:00 p.m. nor later than 12:00 midnight, and the seafood restaurant shall be open to the public not earlier than 11:00 a.m. nor later than 12:00 midnight. If at any time during the term of this lease the full-service restaurant portion of the business ceases to operate, the Lessor may, at its option, invoke the provision of paragraph ten ( 10) of this lease; or, negotiate a new lease agreement with the Lessee, including a new rental fee, for the operation of the retail and wholesale f ish market and Seafood Restaurant on the first floor of the demised premises, with the Lessor taking possession of the restaurant portion of the demised premises and renting or using said portion of the demised premises as the Lessor deems appropriate. 4. The Lessee hereby covenants and agrees to make no unlawful, improper, or offensive use of the leased premises. Lessee further covenants and agrees not to assign, mortgage, pledge, hypothecate, or sublet this lease in whole or in part without the prior written consent of the Lessor. The consent of Lessor to any assignment, mortgaging, pledging, hypothecating, or subletting shall not constitute a waiver of the necessity for such consent to any subsequent assignment, mortgage, pledging, hypothecating, or subletting. This paragraph shall be construed to include a prohibition against any assignment or subletting 5 , ' I I by operation of law. If this lease is assigned, or if the premises or any part thereof are sublet or occupied by anybody other than Lessee, Lessor may collect from the assignee, sub-tenant, or occupant, and apply the net amount collected to the rent herein reserved, but no such assignment, underletting, occupancy or collection shall be deemed a waiver of this covenant, or the acceptance of the assignee, sub-tenant or occupant as tenant, or a release of Lessee from the further performance by Lessee of covenants on the part of Lessee herein contained. If at any time during the term of this lease, any part or all of the corporate shares of Lessee shall be transferred by sale, assignment, bequest, inheritance, operation of law or other disposition so as to result in a change in the present effective voting control of Lessee by the person, persons or entity which presently is the ultimate owner of a majority of such corporate shares on the date of this lease, Lessee shall promptly notify Lessor in writing of such change. If the new owner is a public corporation, Lessor shall promptly advise Lessee if it has any objections thereto and the detailed reasons therefor. Lessee shall have thirty (30) days from receipt of said objections within which to try to convince lessor of the unreasonableness of its objections, failing which Lessor may terminate this lease any time after such change in control by giving Lessee ninety (90) days prior written notice of such termination, such notice to be provided within thirty (30) days following the time period provided to Lessee. Lessee shall not permit any business to be operated in or from the premises by any concessionaire or license. 5. Lessee agrees that it will promptly pay all ad valorem real property taxes and personal property taxes that may be assessed and billed against the demised property during the term of this lease. Lessee further agrees that it will pay any state sales tax due on the rental payment made by the Lessee to the Lessor and that it will pay all other taxes, including, but not limited to, occupational license, beverage license, and permits relating to the operation of the business conducted on the demised premises, which are required by law. It is further agreed by the Lessor that nothing herein shall obligate Lessee to pay or to reimburse Lessor for the payment of assessments for permanent improvements or betterments, such as sidewalks, sewers, and streets that would normally accrue to the demised premises. 6 J I 6. The Lessee hereby covenants and agrees to pay all bills for electrical current, gas, water, heat, refuse collection, and other services to the premises when due. 7. The Lessee further covenants and agrees to operate the enterprises on the demised premises during each and every year of the term of this lease as indicated in paragraph 3 above, except: a. For any period of time involved in a bona fide natural disaster, including governmental orders or requirements such as evacuations for hurricane preparation, and that time necessary to repair or replace any damage caused to the demised premises by a bona fide natural disaster. b. For other periods of time when damage, including the time necessary to make repairs, to the demised premises is caused by action beyond the control of the Lessee. 8. Lessee assumes full responsibility for and covenants and agrees to indemnify and hold harmless the Lessor, its agents and employees, from and against any and all actions, claims, losses or expenses (including attorney's costS) for any damages because of bodily injury, personal injury or property damage, including loss of use thereof, resulting from the Lessee' s use or occupancy of the demised premises. In addition, during the term of this lease, Lessee shall at Lessee's expense, obtain and maintain insurance coverage conforming to that described in Exhibit "B" attached hereto. 9. If at any time during the term of this lease, the buildings or premises or any part, system, or component thereof, (hereinafter, the "demised premises") shall be damaged or destroyed, said demised premises and any additions or improvements thereto, shall be promptly repaired or rebuilt or restored by the Lessee to the condition as good as the same as immediately prior to such damage or destruction at the Lessee's risk and expenses, and in accordance with plans and specifications mutually agreed upon at the time; or if none can be agreed upon, then in accordance with the original plans and specifications and any subsequent plans and specifications for any additions or improvements construed prior to the damage. The work of restoration or rebuilding shall be in full compliance with all laws and regulations and government ordinances applicable 7 I I thereto. The insurance proceeds shall be paid to the Lessor, and such proceeds will be used for the repair or restoration. Any cost of repairs or restoration in excess of the insurance proceeds shall be borne by the Lessee. Any insurance proceeds in excess of the cost of repairs or restoration shall belong to the Lessee. During the period of such damage or destruction, whether in whole or in part, the monthly guaranteed rent as provided in paragraph 2a above shall abate for no more than 120 days or until conunencement of business, whichever is sooner. If the demised premises shall be totally destroyed or so damaged as to render it practically useless during the term of this lease, then and in that event, the Lessee may terminate this lease as of the date of such damage or upon thirty (30) days written notice to the Lessor. In the event of such termination, the insurance proceeds provided for under this lease shall be paid to the Lessor. In the event of such destruction and except as otherwise specifically provided under this agreement, both parties waive any and all rights of recovery against each other for any direct or indirect loss occurring to the demised premises. 10. Except as otherwise provided herein, upon the happening of anyone or more of the following events ("Events of Default"): a. Lessee's default in the payment of any rental or other sums due for a period of twenty (20) days after the due date; b. Lessee's continued default with respect to any covenant of this lease for a period of fifteen (15) days after receipt of written notice of such default by Lessee from Lessor, provided that if such default reasonably required more than fifteen (15) days to cure, there shall be no Event of Default if Lessee has conunenced correcting action within the fifteen (15) day period and is diligently prosecuting such action; c. There shall be filed by or against Lessee in any court pursuant to any statute either of the united States or of any state, a petition in bankruptcy or insolvency or for reorganization or arrangement, or for the appointment of a receiver or trustee of all or a portion of Lessee's property, or if Lessee makes an assignment for the benefit of creditors or if there is an assignment by operation of law, or if 8 " ' ~ I, Lessee makes application to Lessee I s creditors to settle or compound or extend the time for payment of Lessee's obligations, or if execution, seizure or attachment shall be levied upon any of Lessee's property or the premises are taken or occupied or attempted to be taken or occupied by someone other than Lessee; however, Lessee may post a bond satisfactory to Lessor which bond shall stay the default resulting from any execution, levy, seizure or attachment for a period of 120 days. Failure to remove the levy, seizure or attachment within the 120 day period shall actuate the default provided by this paragraph, and the bond posted shall be forfeited; d. Lessee's vacating or abandoning the premises. Lessor, at its option, may exercise anyone or more of the following remedies which shall be cumulative: (1) Terminate Lessee's right to possession under this lease and reenter and take possession of the premises, relet or attempt to relet the premises on behalf of the Lessee; however, such reletting or attempt to relet shall only involve a prospective tenant capable of providing comparable or better type services, at such rent and under such terms and conditions as Lessor may deem best under the circumstances for the purpose of reducing Lessee's liability, and Lessee shall remain liable for all rents and additional rents due under this lease and for all damages suffered by Lessor because of Lessee's breach of any of the covenants of this lease. Said damages shall include, but not be limited to, charges for removal and storage of Lessee's property, remodeling and repairs, leasing, commissions and legal fees. In addition to its remedies hereunder, Lessor may accelerate all fixed rentals due under this lease, in which event the Lessee shall be liable for all past due rent, accelerated rent and damages as described above; however, with respect to the accelerated rent, Lessor shall receive only the present value of such accelerated rent. At any time during repossession and reletting pursuant to this subsection, Lessor may, 9 . , J I by delivering written notice to Lessee, elect to exercise its option under the following subsection to accept a surrender of the premises, terminate and cancel this lease, and retake possession and occupancy of the premises on behalf of Lessor. (2) Declare this lease to be terminated, whereupon the term hereby granted and all rights, title and interest of Lessee in the premises shall end and Lessor may reenter upon and take possession of the premises. Such termination shall be without prejudice to Lessor's right to collect from Lessee any rental or additional rental which has accrued prior to such termination together with all damages, including, but not limited to, the damages specified in paragraph 10 (d) (1) suffered by Lessor because of Lessee' s breach of any covenant under this lease. (3) Exercise any and all rights and privileges that Lessor may have under the laws of the State of Florida and/or the United States of America. 11. Lessee shall secure prior written approval from Lessor for modifications or remodeling of existing facilities or for the construction of any new facilities, such approval not to be unreasonably withheld or delayed. The terms remodeling or modifications as used herein shall include only those events requiring the issuance of a building permit. It is agreed that the existing improvements, together with any improvements constructed by Lessee during the term of this lease on the demised premises, shall become the property of the Lessor upon the expiration or termination of this lease; provided, however, that said reference to improvements herein contemplates improvements to the real estate which becomes a part of the land as distinguished from personal property utilized by the Lessee. The Lessee may install and maintain a sign on the premises consistent with the appropriate ordinances in effect at the time of installation. Provided, however, this paragraph is not to be construed to grant to the Lessee a variance that would be inconsistent with the sign ordinance at the time of installation of the sign or any future sign ordinance adopted by the city. 12. Lessee shall, at its expense, at all times during the term of this 10 " I I lease keep the leased premises and all improvements and facilities thereon in good order, condition, and repair. Upon the termination or expiration of this lease, Lessee shall repair any and all damages to the premises caused by the removal by Lessee of personal property. 13. Lessee agrees to indemnify and save harmless the Lessor as follows: a. For any mechanics lien which may be asserted as a claim against the leased property; and b. For the faithful performance of the covenants contained in paragraph 11 above; and c. To furnish to Lessor good and sufficient bonds signed by a reputable bonding company doing business in Florida, which bonds shall each be in an amount equal to 100 percent (100%) of the cost of construction of the contemplated improvements to the demised premises. 14. In the event of the condemnation of this property or any portion thereof by exercise of proper authority, by an governmental agency other than Lessor, whether by eminent domain or otherwise, it is understood and agreed that notification of the institution of such action shall be promptly given Lessee, so that Lessee may intervene in such action as a party. Award of compensation shall be apportioned by the parties in accordance with the Florida law of eminent domain. Rents shall abate in proportion to the extent of interference with or discontinuance of Lessee's business; provided, however, and it is further understood and agreed, in the event of condemnation of the demised property or any portion thereof by exercise of proper authority by any governmental agency other than Lessor, whether by eminent domain or otherwise, the Lessor may, at its sole discretion, terminate this lease under the provisions of numbered paragraph one (1) of this Agreement by making the payment to the lessee as provided therein. 15. Lessor covenants and agrees that upon payment by Lessee of the rents herein provided, and upon observance and performance by Lessee of all the covenants, terms, and conditions required of the Lessee by the lease, Lessee shall peaceably and quietly hold and enjoy the leased premises for the term of the lease without hindrance or interruption by Lessor. 11 I I 16. Notices hereunder shall be given only by registered letter or telegram and shall, unless otherwise expressly provided, be deemed given when the letter is deposited in the mail or the telegram filed with the telegraph company, postage or charges prepaid, addressed to the party for whom intended at such party I s address first herein specified or to such other address as may be substituted therefor by proper notice hereunder. Lessee's notices shall be directed in care of its Law Department at the above-cited address. 17. It is hereby mutually agreed between the Lessor and the Lessee that the Lease Agreement dated December 12, 1983, between the City of Clearwater, Florida, as Lessor, and Clearwater Beach Seafood, Inc., as Lessee, along with the First Amendment dated September 9, 1986, the Second Amendment to Lease dated October 14, 1987, and the Third Amendment to Lease dated November 20, 1990, become null and void upon the effective date of this Lease Agreement. 18. Lessee hereby covenants and agrees to promptly and continuously comply with all constitutional regulations and orders of Health Departments and Health Officers of local, state and national governments; and Lessee hereby covenants and agrees to keep, operate, and maintain the restaurant and retail and wholesale fish market in such manner as to keep said restaurant and retail and wholesale fish market at a rating higher than the lowest rating considered acceptable by the inspecting agency, or the equivalent thereof according to any method of grading which may subsequently be adopted from the State Health Department and the State Hotel and Restaurant Commission in the State of Florida. In the event that the premises are kept or the business operates in such a manner as to cause the revocation of the State Restaurant License and/or the license of the retail and wholesale fish market, then this lease shall immediately terminate at the option of the Lessor. 19. This Lease constitutes the entire contract between Lessor and Lessee concerning the leasing of the premises and consideration thereof. 20. All prior lease agreements and amendments thereto regarding the premises herein described are hereby revoked. 21. Radon Gas Notification. As required by Section 404.056(8), Florida Statutes, the Purchaser shall take notice of the following: RADON GAS: Radon is a naturally occurring radioactive gas that, 12 " I I 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 information regarding radon and radon gas testing may be obtained from your county public health unit. 22. This paragraph will apply to all profit making organizations leasing property from the lessor. The lessee will provide either Guaranty of Payment of Rent under Lease Agreement or at least three years audited statements: GUARANTY "The undersigned officers of Lessee corporation shall personally guarantee to Lessor the timely performance by said corporation of all covenants and provisions of this Lease Agreement, including, but not limited to the timely payment of all rent due hereunder. This guaranty shall be by either (a), execution of a Guaranty of Payment of Rent Under the Lease Agreement attached as Exhibit "C" hereto; or, (b), by providing Lessor with an Indemnity Bond in an amount equal to the full rental payment obligations due hereunder." AUDITED STATEMENTS The Lessee will provide at least three years audited statements to the Lessor, prior to approval of the Lease Agreement. IN WITNESS WHEREOF, the parties hereto have set their hands and seals this q0 IUOVC-IM-k.- , 1994. , day of ~g~ Rita Garvey ~ Mayor-Commissioner CITY OF CLEARWATER (Lessor) ~ ht ~o- Eliza h M. ?eptula City anager .: By: Attest: -- ,- and -- , Paul ichard Hull Assistant City Attorney ::~ARQ;~F3~ Wi liam F. Goodwin 13 .. I r Exhibit "B" 1. Propertv Insurance - (Real Property, including improvements and/or additions). Lessee shall keep all structures on the demised premises insured in an amount equal to the full replacement cost of said structures. The city of Clearwater, as Lessor, shall be named as an additional insured. 2. Liabilitv Insurance a. Comprehensive General Liabilitv Lessee shall maintain comprehensive general liability insurance to include premises and/or operations liability; independent contractor liability; products and/or completed operations liability; liquor law liability, if applicable; and personal injury, with employee and contractual exclusions removed, in an amount not less than $500,000.00 combined single limit Bodily Injury Liability, Personal Injury Liability and Property Damage Liability. b. Automobile Liabilitv Lessee shall maintain automobile liability coverage in an amount not less that $500,000.00 combined single limit Bodily Injury Liability and Property Damage Liability. c. Worker's Compensation - Lessee shall evidence of coverage for all employees for statutory limits in compliance with applicable state and Federal laws. In addition, the policy must include Employees' Liability coverage of not less than $100,000.00. d. Additional Insurance - The City is to be specifically included as an additional insured on all liability coverage noted above. e. Flood Insurance - When buildings or structures are located within an identified special flood hazard area, flood insurance must be provided for the lesser of the total insurable value of such buildings or structures, or , the maximum of flood insurance coverage available under the National Flood Program. 3. Notice of Cancellation - All policies of insurance must be endorsed to provide the City with sixty (60) day notice of cancellation and/or restrictions. 4. Certified Copies of Policies - The Lessee shall provide the Lessor with certified copies of all policies required above. 14 , " .- I , '. EXHIBIT "C" GUARANTY OF PAYMENT OF RENT U~DER LEA~ :GREEME~T Guaranty is made this tf~ day of ~ ' 1994, by William F. Goodwin of 37 Causeway Blvd., City of Clearwater, County of Pinellas, State of Florida, herein referred to as "Personal Guarantors:, being the sole shareholder, respectively, of "Clearwater Beach Seafood", Inc., herein referred to as "Obligor:, to CITY OF CLEARWATER, C/O City Attorney, P~O. Box 4748, Clearwater, Florida 34618-4748, herein referred to as "Obligee". RECITALS 1. Obligee has leased premises at 37 Causeway Blvd. to Obligor, whose business address is 37 Causeway Blvd., City of Clearwater, County of Pinellas, State of Florida, for use by Obligor in conducting its business as a seafood market and restaurant. 2. The lease is conditioned upon guarantors giving security for payment of rent thereunder in the form of a personal guaranty. SECTION ONE STATEMENT OF GUARANTY Guarantors guarantee payment of rent under the attached lease agreement pursuant to the terms thereof. If obligor defaults in the payment of any installment of rent, guarantors shall pay the amount of such installment within 30 days after receipt of notice of default and demand for payment. Guarantors liability hereunder shall not be affected by reason of any extension of time for payment of any installment granted by obligee to obligor. SECTION TWO DURATION This guaranty shall not be revoked during the initial 114 month term of the lease, but shall terminate and expire upon the earlier assignment or subletting of the premises to which Lessor has given prior written consent pursuant to Paragraph 4 of the Lease Agreement, or sale of an interest in Lessee by Guarantor so as to result in a change in the present effective voting control of Lessee to which Lessor has given prior written consent. SECTION THREE LIMITATION OF LIABILITY The maximum amount recoverable by obligee from guarantors pursuant to this guarantee is $300,000.00, which amount is equal to the total rent due during the initial 114 month term of the lease. If the aggregate of payments made by guarantors hereunder reaches the above-mentioned amount, this guaranty shall terminate immediately. SECTION FOUR WAIVER OF NOTICE OF ACCEPTANCE Notice of acceptance of this guaranty is expressly waived. guarantors have executed this guaranty at day and year firstiJdl:;t / ~~7 William F. Goodw~n, G~NTOR 15 1 .J () "- ().f ExhibH "A" legal Description That part of lots 12 and 13, CITY PARK SUBDIVISION, according to the plat thereof recorded in Plat Book 23, rage 37, of the public records of Pinellas County, Florida, described as follows: Begin at the Northwest corner of Lot 13 and run Easterly along tho North line of Lot 13, a distance of 110 feet to a point, said point being the Point of Oeginning; run Easterly along the North line of lots 12 and 13, a distance of 100 feet to a point: thence run Southerly along a line parallel to the East line of Lot 13, a distance of 60 feet to a point: thence run Westerly a distance of 100 feet along a line parallel to and 60 feet South of the North line of lots 12 and 13 to a point; thence run Northerly along a line parallel to the East line of lot 13, a distance of 60 feet to a point of beginning. ., :.~, r , Rr.Pt'Rm'M 2) (If Exhibit "B" 1. Prooertv Insurance - (Real property. including improvements and/or additions). Lessee !\hc111 keep all ~tructlJres on the demIsed premises insured in an amount equal to the full replacerncnt cost of SiI id str"ctures. The City of Clearwater, as lessor, shnll be named as an additional insured. 2. Liabilitv lnsuranc~ a. CQrnprehensive General liability - lessee shall maintain comprehensive general liability insurance to include premises and/or opcrat ions 1 illbil ity; independent contractor 1 iabil ity; products and/or completed operat ions li.,bil ity; Liquor law liability, if applicable: and personal injury, with employee nnd contractual exclu5fons removed, in (in amount nor less than $5000,000.00 combined single limit Bodily Injury Liability, Personal Injury liability and Property Damage liability. b. Automobile liability - lessee shall maintain automobile liability coverage in an amount not less than $500,000.00 combined single limit Bodily Injury liability nnd Property Damage Liability. c. Workers' Compensation - lessee shall evidence of coverage for all employees for statutory limits in compliance with i1ppticable State and Federal laws. In addition, the policy must include Emr1oyees' Liability coverage of not less than $100,000.00. d. Additional Insurance - The City is to be specifically included as an additional insured on all liability coverage noted 1 QQrH-. ;=1q..: .1;=1 1 ,., I I ,-','-., -", L I -, , LH t'T"" 'I "I ',-", I~~' " ,...........,.-. .' ..-., .