JOHN L. AND LOIS UNGER AND COMMUNITY REDEVELOPMENT AGENCYCONTRACT FOR PURCHASE OF REAL PROPERTY
BY
THE CITY OF CLEARWATER, FLORIDA
PARTIES: JOHN L. UNGER and LOIS UNGER, as husband and wife, (herein "Seller"), anc� the
COMMUNITY REDEVELOPMENT AGENCY OF THE CITY OF CLEARWATER, FLORIDA, a K�ublic
body corporate and politic of the State of Florida, (herein "Buyer" or "City") of 112 South Os�r,eola
Avenue, Clearwater, FL 33756, (collectively "Parties") hereby agree that the Seller shall sell and E�uyer
shall buy the following real property ("Property") upon the following terms and conditions.
1. PROPERTY DESCRIPTION
LEGAL DESCRIPTION: See Exhibit "A" attached hereto and by this reference, incorporated herE::in.
PERSONALTY: NONE
2. FULL PURCHASE PRICE ..................................................................................... $210,000
3. MANNER OF PAYMENT: Wire transfer or City of Clearwater
check in U.S. funds at time of closing .............................. $210,0()0
4. PURCHASE PRICE
The Full Purchase Price as shown herein has been reached through negotiations with the Seller by City
staff. The Purchase Price is based upon an appraisal by James Millspaugh & Associates, Inc.
5. TIME FOR ACCEPTANCE; APPROVALS
Following execution of this contract by Seller, the price, terms and conditions as contained herein� shall
remain unchanged and be held unconditionally open for a period of 45 days following delive�ry in
duplicate original to City Manager of the City of Clearwater for acceptance and approval, counter•-offer,
or rejection by action of the Clearwater City Council ("Council"). If this agreement is acceptecl and
approved by the Council, it will be executed by duly authorized City officials and delivered to IBuyer
within 10 days thereafter. If a counter-offer is approved by the Council, it shall be delivered to Se�ller in
writing within 10 days of such action by the City Council, and Seller shall have 10 days thereaifter to
deliver to Buyer written notice of acceptance or rejection of such counter-offer. If written notice of
acceptance is not timely delivered, or if the counter-offer is rejected by Seller, this contract shall
thereafter be null and void in all respects. If this contract is rejected by the Council upon initial
presentation to the Council, this contract shall be null and void in all respects and Buyer shall be so
informed in writing within 5 days of such action.
6. TITLE
Seller warrants legal capacity to and shall convey marketable title to the Property by Statutory Warranty
Deed, subject only to matters contained in Paragraph 7 acceptable to Buyer. Otherwise title sh�all be
free of liens, easements and encumbrances of record or known to Seller, but subject to property taxes
for the year of closing; covenants, restrictions and public utility easements of record; and no �athers
provided there exists at closing no violation of the foregoing and none of them prevents Buyer's
intended use of the Property. Seller warrants and represents that there is ingress and egress to the
Property sufficient for the intended use as described herein. If title defects are discovered, Buyer may,
at its sole discretion, accept a portion of the property via quitclaim deed.
7. TITLE EVIDENCE
Seller shall, at Seller expense and within 15 days prior to closing date deliver to Buyer a title ins;urance
commitment issued by a Florida licensed title insurer agreeing to liens, encumbrances, excepi:ions or
qualifications set forth in this Contract, and those which shall be discharged by Seller at or before
closing. Seller shall convey a marketable title subject only to liens, encumbrances, exceptions or
qualifications set forth in this Contract. Marketable title shall be determined according to applicak>le Title
Standards adopted by The Florida Bar and in accordance with law. Buyer shall have 5 da�rs from
receiving evidence of title to examine it. If title is found defective, Buyer shall, within 3 days thereafter,
notify Seller in writing specifying defect(s). If the defect(s) render title unmarketable, Seller wnll have
120 days from receipt of notice within which to remove the defect(s), failing which Buyer shall h�ave the
option of either accepting the title as it then is or withdrawing from this Contract. Seller will, 'rf title is
found unmarketable, make diligent effort to correct defect(s) in title within the time provided tl�ierefor,
including the bringing of necessary suits.
8. SURVEY
Buyer, at Buyer's expense, within time allowed to deliver evidence of title and to examine sarrie, may
have Real Property surveyed and certified to the Buyer by a registered Florida land surveyor. 11� survey
shows any encroachment on Real Property, or that improvements located on Real Property erucroach
on setback lines, easements, lands of others, or violate any restrictions, contract coven,ants or
applicable governmental regulation, the same shall constitute a title defect. The survey s.'hall be
performed to minimum technical standards of the Florida Administrative Code and may in�alude a
description of the property under the Florida Coordinate System as defined in Chapter 177, Florida
Statutes.
9. CLOSING PLACE AND DATE
Seller shall designate closing agent and this transaction shall be closed in the offices of the des�ignated
closing agent in Pinellas County, Florida, no later than December 31, 2012, unless extended kry other
provisions of this contract including but not limited to time allotted for the removal of title del��cts as
provided for in Paragraph 7 above. If either party is unable to comply with any provision of this c;ontract
within the time allowed, and be prepared to close as set forth above, after making all reasonable and
diligent efforts to comply, then upon giving written notice to the other party, time of closing may be
extended up to 60 days without effect upon any other term, covenant or condition containeci in this
contract. The City of Clearwater shall retain $15,000 of purchase proceeds at time of closir�g in an
interest bearing trust account in accordance with the terms and provisions of that certain B�siness
Lease Contract as referenced in paragraph 32 hereof.
10. CLOSING DOCUMENTS
Seller shall furnish closing statements for the respective parties, deed, bill of sale (if appNicable),
mechanic's lien affidavit, assignments of leases, tenant and mortgage estoppel letters, and corrective
instruments. If Seller is a corporation, Seller shall deliver a resolution of its Board of C�irectors
authorizing the sale and delivery of the deed and certification by the corporate Secretary certif,ying the
resolution and setting forth facts showing the conveyance conforms with the requirements of loc�l law.
Page 2 of 8
11. CLOSING EXPENSES
Documentary stamps on the deed, unless this transaction is exempt under Chapter 201.24, Florida
Statutes, shall be paid by the Seller. Seller shall also pay the costs of recording any coir�rective
instruments. Recordation of the deed shall be paid by Buyer.
12. PRORATIONS; CREDITS
Any governmental assessments levied of record and accruing against the Property shall be �aaid by
Seller at time of closing. As it is the intent of the parties that the Seller shall Lease back and re�main in
occupancy of the Property following closing and until July 1, 2013, no ad valorem taxes sk�all be
prorated and collected through the day prior to closing. Seller, being a non-exempt entity, as pro�rided in
the referenced Lease appended hereto as EXHIBIT "B" and an integral part hereof, shall 17e fully
responsible and obligated for the payment of all intangible and real property taxes assessed and due
during its ownership of the Property, as well as during and throughout the full term of the Lease.
13. OCCUPANCY
Buyer and Seller hereby recognize that the Property is occupied by Seller and Seller's tenants. Seller
warrants that any leases in effect at the time of closing ("Subtenant Leases") shall not provide for a term
extending beyond July 1, 2013.
14. LEASES
Seller shall, not less than 15 days before closing, furnish to Buyer copies of all written leas;es and
estoppel letters from each tenant specifying the nature and duration of the tenant's occupancy�, rental
rates, advanced rent and security deposits paid by tenant. If Seller is unable to obtain such letl:er from
each tenant, the same information shall be furnished by Seller to Buyer within that time perio�� in the
form of a Seller's affidavit, and Buyer may thereafter contact tenants to confirm such information. Seller
shall, at closing, deliver and assign all original leases to Buyer and credit Buyer with all advance�d rents
and security deposits paid by or on behalf of each tenant. Notwithstanding the provisions abcyve, the
Parties acknowledge and agree that Seller may continue to occupy the Property under a Business
Lease Contract befinreen the City and Seller as provided for in paragraph 32 below and Seller may
sublease the Property and collect rents pursuant to said Business Lease Contract for a perio�� not to
exceed the Seller's occupancy.
15. PROPERTY CONDITION
Seller shall deliver the Property to Buyer at time of closing in its present "as is" condition, ordina�ry wear
and tear excepted, and shall maintain the landscaping and grounds in a comparable condition. Seller
makes no warranties other than is disclosed herein in Paragraph 21 ("SELLER WARRANTIE�S") and
marketability of title. Buyer's covenant to purchase the Property "as is" is more specifically repr�asented
in the following paragraph.
a. As Is With Right of Inspection: Buyer may, at Buyer expense and until December 15, 2012
("Inspection Period"), conduct inspections, tests, environmental and any other investigation:r of the
Property Buyer deems necessary to determine suitability for Buyer's intended use. Upon Se�ler's
execution hereof, Seller shall grant reasonable access to the Property to Buyer, its agents, coritractors
Page 3 of 8
and assigns for the purposes of conducting the inspections provided, however, that all such ��ersons
enter the Property and conduct the inspections and investigations at their own risk. Seller wilb, upon
reasonable notice, provide utilities services as may be required for Buyer's inspectior�s and
investigations. Buyer shall not engage in any activity that could result in a mechanics lien beiing filed
against the Property without Seller's prior written consent. Buyer may terminate this contract by written
notice to Seller prior to expiration of the Inspection Period if the inspections and/or investigation;; reveal
conditions which are reasonably unsatisfactory to Buyer. In the alternative, at the Buyer's sole
discretion, if Seller offers to repair or otherwise remedy such conditions to Buyer satisfaction, Buyer
may accept such offer; or Buyer, at its option, may elect to accept a credit at closing of the total
estimated repair costs as determined by a licensed general contractor of Buyer's selecti�an and
expense. If Buyer terminates this contract, and this transaetion does not close, Buyer agrees, a� Buyer
expense, to repair all damages to the Property resulting from the inspections and investigatio�ns and
return the Property to its present condition.
16. WALK-THROUGH INSPECTION
At a time mutually agreeable between the parties, but not later than the day prior to closing, Buy�er may
conduct a final "walk-through" inspection of the Property to determine compliance with an�r Seller
obligations and to insure that all Property is in and on the premises. No new issues may be raispd as a
result of the walk-through.
17. SELLER HELD HARMLESS
Buyer is self insured, and subject to the limits and restrictions of the Florida Sovereign immunity statute,
F.S. 768.28, agrees to indemnify and hold harmless the Seller from claims of injury to per;;ons or
property during the inspections and investigations described in Paragraph 15(a) resulting from Buyer's
own negligence only, or that of its employees or agents only, subject to the limits and restriction> of the
sovereign immunity statute.
18. RISK OF LOSS
If the Property is damaged by fire or other casualty before closing and cost of restoration d�aes not
exceed 3% of the assessed valuation of the Property so damaged, cost of restoration shall be an
obligation of the Seller and closing shall proceed pursuant to the terms of this contract with res�oration
costs escrowed at closing. If the cost of restoration exceeds 3% of the assessed valuatior� of the
improvements so damaged, Buyer shall have the option of either taking the Property "as is", tngether
with any insurance proceeds payable by virtue of such loss or damage, or of canceling this c�ntract.
19. PROCEEDS OF SALE: CLOSING PROCEDURE
The deed shall be recorded upon clearance of funds. Proceeds of sale shall be held in es�:.row by
Seller's attorney or by such other mutually acceptable escrow agent for a period of not longer than 5
days from and after closing, during which time evidence of title shall be continued at Buyer's ex��ense to
show title in Buyer, without any encumbrances or change which would render Seller's title unmairketable
from the date of the last title evidence. If Seller's title is rendered unmarketable through no fauNt of the
Buyer, Buyer shall, within the 5 day period, notify the Seller in writing of the defect and Seller shall have
30 days from the date of receipt of such notification to cure the defect. If Seller fails to timely caure the
defect, all funds paid by or on behalf of the Buyer shall, upon written demand made by Buyer an��d within
5 days after demand, be returned to Buyer and simultaneously with such repayment, Buyer shal� vacate
Page 4 of 8
the Property and reconvey it to Seller by special warranty deed. If Buyer fails to make timely demand
for refund, Buyer shall take title "as is", waiving all rights against Seller as to any intervening defect
except as may be available to Buyer by virtue of warranties contained in the deed. The escrr,>w and
closing procedure required by this provision may be waived if title agent insures adverse matters
pursuant to Section 627.7841, F.S. (1987), as amended.
20. DEFAULT
If this transaction is not closed due to any default or failure on the part of the Seller, other than t�� make
the title marketable after diligent effort, Buyer may seek specific performance or unilaterally can�el this
agreement upon giving written notice to Seller. If this transaction is not closed due to any default or
failure on the part of the Buyer, Seller may seek specific performance. If a Broker is owed a brc�kerage
fee regarding this transaction, the defaulting party shall be liable for such fee.
21. SELLER WARRANTIES
Seller warrants that there are no facts known to Seller that would materially effect the value� of the
Property, or which would be detrimental to the Property, or which would effect Buyer's deAsire to
purchase the property except as follows: (Saecifv known defects. If none are known. write "NIONE„)
Buyer shall have the number of days granted in Paragraph 15(a) above ("Inspection Period") to
investigate said matters as disclosed by the Seller, and shall notify Seller in writing whether Buyer will
close on this contract nofinrithstanding said matters, or whether Buyer shall elect to cancel this aantract.
If Buyer fails to so notify Seller within said time period, Buyer shall be deemed to have waiv�ed any
objection to the disclosed matters and shall have the obligation to close on the contract.
22. RADON GAS NOTIFICATION
In accordance with provisions of Section 444.056(8), Florida Statutes (1989), as amended, Esuyer is
hereby informed as follows:
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 information regarding radon and radon testing may be
obtained from your county public health unit.
23. CONTRACT NOT RECORDABLE: PERSONS BOUND
Neither this contract nor any notice of it shall be recorded in any public records. This contract sriall bind
and inure to the benefit of the parties and their successors in interest. Whenever the context �:>ermits,
singular shall include plural and one gender shall include all.
Page 5 of 8
24. NOTICE
All notices provided for herein shall be deemed to have been duly given if and when depositec� in the
United States Mail, properly stamped and addressed to the respective party to be notified, inclucling the
parties to this contact, the parties attorneys, escrow agent, inspectors, contractors and all othe:rs who
will in any way act at the behest of the parties to satisfy all terms and conditions of this contract.
25. ASSIGNABILITY; PERSONS BOUND
This contract is not assignable. The terms "Buyer", "Seller", and "Broker" (if any) may be sincaular or
plural. This Contract is binding upon Buyer, Seller, and their heirs, personal represen�tatives,
successors and assigns (if assignment is permitted).
26. ATTORNEY FEES; COSTS
In any litigation arising out of this contract, the prevailing party shall be entitled to recover rea:�onable
attorney's fees and costs.
27. TYPEWRITTEN OR HANDWRITTEN PROVISIONS
Typewritten or handwritten provisions shall control all printed provisions of contract in conflict with them.
28. BROKER REPRESENTATION
Seller is not represented by a Licensed Real Estate Broker upon Seller's execution hereof. Should
Seller choose to obtain the services of a License Real Estate Broker, Seller shall be responsible for any
Broker fee or expense due to said Broker.
29. EFFECT OF PARTIAL INVALIDITY
The invalidity of any provision of this contract will not and shall not be deemed to affect the v�ilidity of
any other provision. In the event that any provision of this contract is held to be invalid, the parties
agree that the remaining provisions shall be deemed to be in full force and effect as if they had been
executed by both parties subsequent to the expungement of the invalid provision.
30. GOVERNING LAW
It is agreed by and between the parties hereto that this contract shall be governed by, construed, and
enforced in accordance with the laws of the State of Florida.
31. COUNTERPARTS; FACSIMILE COPY
This contract may be executed in finro or more counterparts, each of which shall be deemed an original
and all of which together shall constitute one instrument. A facsimile copy of this contract, inclucling any
addendum, attachments and any written modifications hereof, and any initials or signature there�n shall
be deemed an original.
Page 6 of 8
32. BUSINESS LEASE CONTRACT ADDENDUM
It is agreed by and between the Parties that execution, implementation and fulfillment of the terrns and
provisions of that certain Business Lease Contract respective to the Property, an exact copy of vuhich is
appended hereto as EXHIBIT "B", is integral, appurtenant to and a part of this Contract, and will be
executed and effective as of the closing date.
33. ENTIRE AGREEMENT
Upon execution by Seller and Buyer, this contract shall constitute the entire agreement betwE;en the
parties, shall supersede any and all prior and contemporaneous written and oral prc�mises,
representations or conditions in respect thereto. All prior negotiations, agreements, memoran�a and
writings shall be merged herein. Any changes to be made in this agreement shall only be vali�c� when
expressed in writing, acknowledged by the parties and incorporated herein or attached hereto.
34. ESCROW AGENT
Escrow Agent is acting as a stakeholder only with respect to the Lease Deposit and shall h�ave no
liability except for willful or wanton negligence. If there is any dispute as to whether Escrow ��gent is
obligated to deliver the Deposit or as to whom the Lease Deposit is to be delivered, Escrow Age�nt shall
refuse to make any delivery, and shall continue to hold the Lease Deposit in Escrow until rec;eipt by
Escrow Agent of an authorization in writing, signed by Seller and Buyer, directing the delivenr of the
Lease Deposit. In the absence of such authorization, Escrow Agent shall hold the Lease Deposiit until a
final determination of the rights of the Parties in an appropriate judicial proceeding. If such written
authorization is not given, or a proceeding for such determination is not begun, within thirty (30) �days of
the expiration or termination of the Lease, then Escrow Agent may commence a proceeding to deposit
the Lease Deposit in a court of competent jurisdiction pending such determination. The party
determined not to be entitled to the Lease Deposit shall reimburse Escrow Agent for all costs and
expenses of such proceeding, including, without limitation, reasonable attorneys' fees and ex�aenses,
incurred by Escrow Agent. Upon delivery of the Lease Deposit in any of the manners herein provided,
Escrow Agent shall have no further liability or obligation hereunder.
The Remainder of This Page Intentionally Left Blank
Page 7 of 8
EXECUTED this day of
Attest:
� - G.�,�-�-rs-
..� � .,i �. C,�°�t/�,�i�--
Print Name
��� f S � ��� �� �
Print Name
2012 by Seller.
JOHN L. UNGER AND LOIS UNGER
By: ��- ,�z%? L�-� l�t,-
J L. Unger
g -' ' !-�`;Ii� G ,�>� ,G2/
y: , >
�:oi Unger
APPROVED BY BUYER & EFFECTIVE this �? day of �,;V,�,i�.c�1 , 20'12.
Approved as to form:
�
Laura Lipowski Mahony
Assistant City Attorney
COMMUNITY REDEVELOPMENT AGENCY
OF THE CITY OF CLEARWATER, FLORIDA
By. — G�?�<<Q ����1'�t'�S
George N. Cretekos, Chairperson
Attest:
^ � Vv�` Q p�p,tE
„C��./u.,%th�c ('� =�Os `'�Q �`
� _.c: P.
Rosemarie Call
City Clerk
Page 8 of 8
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SARAH McMULLEN REPLAT
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Legal Description
Commence at the Northeast corner of Lot 16, Block B,
"Coachman Heights Subdivision Replat" located in Plat
Book 20, Page 26 of the Public Records of Pinellas County;
run North 73.00 feet along the West right-of-way of Martin Luther
King Jr. Avenue to the South right-of-way of Park Street;
thence N 89° 44' 00" W, along the South right-of-way of Park
Street, a distance of 60.50 feet to a Point of Beginning; thence
N 89° 44' 00" W, continuing along said South right-of-way of
Park Street, a distance of 232.75 feet; thence South, parallel to
said West right-of way of Martin Luther King Jr Avenue, a distance
of 65.30 feet to the centerline of the vacated 15.4 foot alley way;
thence S 89° 44' 00" E, being parallel to said South right-of-way of
Park Street and along the centerline of the vacated 15.4 feet alley
way, a distance of 143.25 feet; thence South, parallel to said
West right-of-way of Martin Luther King Jr Avenue, a distance
of 119.25 feet; thence S 89° 44' 00" E, parallel to said
South right-of-way of Park Street, a distance of 89.50 feet;
thence North, across the vacated 15.4 foot alley way and parallel
to said West right-of-way of Martin Luther King Jr Avenue,
a distance of 184.55 feet, to the Point of Beginning.
Containing 25,782 Square Feet, more or less
EXHIBIT "B"
Business Lease Contract
on the Following 14 Pages
BUSINESS LEASE CONTRACT
THIS LEASE CONTRACT, entered into this day of , 2012, by and bE;tween
the COMMUNITY REDEVELOPMENT AGENCY OF THE CITY OF CLEARWATER, FLORIDA, a
public body corporate and politic of the State of Florida, whose address is 112 S. Osceola Avenue,
Clearwater, Florida, as Lessor, and JO�; N L. UNGER AND LOIS UNGER, husband and wife, ��rhose
address is Zgq �l�zTcE %�-�,�� ,�,�crtl�,f,,.�o�c, �L 3`�G�,� as Lessee.
WITNESSETH:
That the Lessor does lease to the Lessee the following described property located in F'inellas
County, Florida:
See EXHIBIT "A" attached hereto and by this reference incorporated herein.
Such property shall hereinafter be referred to as the "Leased Premises" or the "DE;mised
Premises" or the "Leased Property."
LEASE TERM.
The term of this lease shall commence on the day of closing of that certain Contract for
Purchase of Real Property by and between the Parties entered into the <�ay of
, 2012 and shall remain in full force and effect until July 1, 2013 ("Lease lf'erm").
If Lessee is not in default of any lease provision, Lessee shall further have the privilege and oK�tion of
terminating this Lease prior to July 1, 2013, upon giving Lessor not less than thirty (30) days written
notice prior to vacating the Lease Premises, and fully paying any and all costs, including, taut not
limited to, rent, utilities, taxes and insurance expenses for which Lessee is responsible, throuigh the
effective date of termination.
2. RENT.
The Lessee agrees to pay and the Lessor agrees to accept as rent during the term of thi::, lease
the sum of One and 00/100 Dollars ($1.00), the receipt and sufficiency of which is hereby
acknowledged.
3. ESCROW DEPOSIT.
Lessee shall deposit with Lessor on the signing of this lease the sum of Fifteen Thousar�d and
00/100 Dollars ($15,000.00) as security for the performance of Lessee's obligations under this lease,
including without limitation the surrender of possession of the premises to Lessor as herein prc:�vided.
If Lessor applies any part of the deposit to cure any default of Lessee, Lessee shall on d�f;mand
deposit with Lessor the amount so applied so that Lessor shall have the full deposit on han�:i at all
times during the term of this lease.
4. USE OF PREMISES.
The premises are leased to Lessee solely for the following uses and no other use can bE: made
of the premises during the term without the written consent of the Lessor: The premises will b�: used
by Lessee in continuance of its business operation as an automobile repair shop. Further, I..essee
may continue to sublease the property to tenants ("Sublessees") occupying portions of the Property
on the effective date hereof under existing terms and conditions. Lessee shall not enter into any new
sublease(s) and shall not change the terms of any existing sublease. Any and all sublease:s shall
terminate and the Leased Property shall be vacant at the expiration or termination of the Lease
Term. Sublessees are listed in Exhibit "B" attached hereto and by this reference made a part riereof.
5. UTILITIES.
Water, sewer, electric and all other utilities of any kind shall be billed directly to Lessee ��nd are
or shall be individually metered for the subject premises. All deposits for such utilities shall be the
sole responsibility of Lessee.
6. COMMON AREA MAINTENANCE AND TAXES.
Lessee shall be responsible for the common area maintenance expenses the on the I�_eased
Property. If any ad valorem taxes, intangible property taxes, personal property taxes, or othr:�r liens
or taxes of any kind are assessed or levied lawfully on the Leased Property, based on the LE:�ssee's
use of the Leased Property during the Lease Term, the Lessee agrees to pay all such taxes,
assessments or liens, within thirty (30) days after receiving written notice from the Lessor. In the
event the Lessee fails to pay all such taxes assessed or levied on the Proporty within thirty (3i:)) days
after receiving written notice, the Lessor may, at its sole option, pay such taxes, liE:ns, or
assessments, subject to immediate reimbursement thereof together with any interest, calculated at
the maximum rate allowed by law, and any administrative costs incurred by the Lessor, whic;h shall
be considered additional rent due hereunder. Failure of the Lessee to pay any taxes or assessments
pursuant to this paragraph will constitute a material default of this Lease.
7. OBSERVANCE OF LAWS AND ORDINANCES.
Lessee agrees to observe, comply with and execute promptly at its expense during the� Lease
Term, all laws, rules, requirements, orders, directives, codes, ordinances and regulati�ns of
governmental authorities and agencies and of insurance carriers which retate to its use or occupancy
of the Leased Premises.
8. ASSIGNMENT OR SUBLEASE.
Lessee shall not, without first obtaining the written consent of Lessor, assign, mc�rtgage,
pledge, or encumber this lease, in whole or in part, other than sublets as provided for in Para�araph 4
above. This covenant shall be binding on the legal representatives of Lessee, and on every pe:rson to
whom Lessee's interest under this lease passes by operation of law, but it shall not apply to an
assignment or subletting to the parent or subsidiary of a corporate lessee or to a transfer� of the
leasehold interest occasioned by a consolidation or merger involving such lessee.
If the premises are sublet or occupied by anyone other than Lessee or approved SublE�ssees,
and Lessee is in default hereunder, or if this lease is assigned by Lessee, Lessor may colli�ct rent
from the assignee, unauthorized subtenant, or unauthorized occupant, and apply the net ,��mount
collected to the rent herein reserved. No such collection shall be deemed a waiver of the cc�venant
herein against assignment and subletting, or the acceptance of such assignee, subtenant, or
Page 2 of 9
occupant as Lessee, or a release of Lessee from further performance of the covenants herein
contained.
9. ALTERATIONS AND IMPROVEMENTS.
The Lessee shall not make any structural alterations or modifications or improvement:; which
are part of the Leased Property without the written consent of the Lessor, and any such modifi�:;ations
or additions to said property shall become the property of the Lessor upon the termination of this
lease or, at Lessor's option, the Lessee shall restore the Leased Property at Lessee's expens�e to its
original condition. The restrictions of this paragraph shall not apply to maintenance of the I._eased
Property, but shall apply to any change which changes the architecture or purpose of the proKrerty or
which changes any of the interior walls of the improvements or which annexes a fixture to any part of
the Leased Property which cannot be removed without damage thereto. In the event Lessee �:iesires
to make any alterations or modifications, written notice shall be given to the Lessor. Unle�ss the
Lessor objects to such proposals by notice to Lessee within twenty (20) days after written notic::e from
Lessee, the proposal shall be deemed approved. Lessee shall have no power or authority to permit
mechanics' or materialmen's liens to be placed upon the Leased Property in connectic�n with
maintenance, alterations or modifications. Lessee shall, within fifteen (15) days after notic:e from
Lessor, discharge any mechanic's liens for materials or labor claimed to have been furnisheci to the
premises on Lessee's behalf. Not later than the last day of the term Lessee shall, at L��ssee's
expense, remove all of Lessee's personal property and those improvements made by LesseE: which
have not become the property of Lessor, including trade fixtures and the like. All property rernaining
on the premises after the last day of the term of this lease shall be conclusively deemed abai•�doned
and may be removed by Lessor and Lessee shall reimburse Lessor for the cost of such remov�l.
10. RISK OF LOSS.
All personal property placed or moved in the premises shall be at the risk of the Le:7see or
owner thereof. The Lessor shall not be responsible or liable to the Lessee for any loss or clamage
that may be occasioned by or through the acts or omissions of persons occupying adjoining pr�emises
or any part of the premises adjacent to or connected with the premises hereby leased or any part of
the building which the Leased Premises are a part of or any loss or damage resulting to the �essee
or its property from bursting, stopped up or leaking water, gas, sewer or steam pipes unless th� same
is due to the negligence of the Lessor, its agents, servants or employees.
11. RIGHT OF ENTRY.
The Lessor, or any of its agents, shall have the right to enter said premises duiring all
reasonable hours, to examine the same to make such repairs, additions or alterations as irnay be
deemed necessary for the safety, comfort, or preservation thereof, or of said building, or to exhibit
said premises. The right of entry shall likewise exist for the purpose of removing placards., signs,
fixtures, alterations or additions, which do not conform to this agreement.
12. RESTORING PREMISES TO ORIGINAL CONDITION.
Lessee represents that the premises leased are in good, sanitary and tenantable cond�tion for
use by Lessee. Lessee's acceptance or occupancy of the Leased Premises shall cons�titute a
recognition of such condition. Lessee hereby accepts the premises in the condition they are i� at the
beginning of this lease and agrees to maintain said premises in the same condition, order anr� repair
Page3of9
as they are at the commencement of said term, and to return the premises to their original co�ndition
at the expiration of the term, excepting only reasonable wear and tear arising from the use 'thereof
under this agreement. The Lessee agrees to make good to said Lessor immediately upon dE:mand,
any damage to water apparatus, or electric lights or any fixture, appliances or appurtenances �of said
premises, or of the walls or the building caused by any act or neglect of Lessee or of any peirson or
persons in the employ or under the control of the Lessee.
13. INSURANCE
Lessee agrees to comply with all terms, provisions and requirements contained in Exh�ibit "C"
attached hereto and made a part hereof as if said document were fully set forth at length hereiin.
14. MAINTENANCE.
Lessor shall keep the foundation, outer walls, roof and buried conduits of the premises iin good
repair, except that the Lessor shall not be called on to make any such repairs occasioned by the
negligence of the Lessee, its agents, express or implied invitees, or employees. Lessee sh�ill keep
the inside of said premises and the interior doors, windows and window frames of said premises in
good order, condition and repair and shall also keep the premises in a clean, sanitary ar��d safe
condition in accordance with law and in accordance with all directions, rules and regulaf.�ons of
governmental agencies having jurisdiction. The Lessee shall be responsible for providing ��II light
bulbs used on the premises. The plumbing facilities shall not be used for any other purpos�as than
that for which they are constructed and no foreign substances of any kind shall be thrown �therein,
and the expense of any breakage, stoppage or damage resulting from the violation of this provision
shall be borne by the Lessee. The heating and air-conditioning system and plumbing facilitiE=�s shall
be under the control of Lessee, and Lessee agrees that all operation, upkeep, repairs and
replacements will be at Lessee's expense, except where the repairs or replacements shall be �caused
by the negligence or misuse by Lessor or its employees, agents, invitees, or licensees. In the event
Lessor pays any monies required to be paid by Lessee hereunder, said monies shall co�nstitute
additional rent hereunder, and Lessor shall demand repayment of same from Lessee and Lessee
shall make payment within ten (10) days of receipt of said demand. Lessee's failure to mal�:e such
repayment within the ten (10) day period shall constitute a default under the terms of this leasEa.
15. DESTRUCTION OF PREMISES.
In the event that the building should be partially or totally destroyed by fire, earthq��aake or
other cause, this lease may be terminated by either Party hereto. Lessor shall not be required to
repair or rebuild. Lessee, may, at its discretion, choose to repair and rebuild at Lessee's expE::nse. If
the Lessee intends to rebuild or repair the premises, he shall, within fifteen (15) days after the date of
such damage, give written notice to Lessor of the intention to rebuild or repair and shall proce;ed with
reasonable diligence to restore the building to substantially the same condition in which� it was
immediately prior to the destruction.
16. EMINENT DOMAIN.
If the whole or any part of the premises hereby leased shall be taken by any public ��uthority
under power of eminent domain, then the term of this lease shall cease on the part so taken i�rom the
date title vests pursuant to such taking, and the rent and any additional rent shall be paid uF:► to that
day, and if such portion of the Demised Premises is so taken as to destroy the usefulnes:> of the
Page 4 of 9
premises for the purpose for which the premises were leased, then from that day the Lesse� shall
have the right to either terminate this lease or to continue in possession of the remainder of thE:� same
under the terms herein provided, except that the rent shall be reduced in proportion to the am�aunt of
the premises taken. The parties agree that the Lessee shall not be entitled to any dama�aes by
reason of the taking of this leasehold, or be entitled to any part of the award for such taking, or any
payment in lieu thereof.
17. SUBORDINATION.
This lease and the rights of the Lessee hereunder are hereby made subject and subordinate
to all bona fide mortgages now or hereafter placed upon the said premises by the Lessor and any
other owner provided, however, that such mortgages will not cover the equipment and furni#ure or
furnishings on the premises owned by the Lessee. The Lessee further agrees to execute any
instrument of subordination which might be required by mortgagee of the Lessor.
18. DEFAULT; REMEDIES.
(a) The Lessee further covenants that, if default shall be made in the payment of rent, or any
additional rent, when due, or if the Lessee shall violate any of the other covenants of this lea5e and
fail to correct such default within fifteen (15) days after a written request by the Lessor to do sr�, then
the Lessor may, at its option, deem this lease terminated, accelerate all rents and future rent<.� called
for hereunder and Lessee shall become a tenant at sufferance, and the Lessor shall be enl:itled to
obtain possession of the premises as provided by law.
(b) In case the Leased Property shall be abandoned, as such term is defined by Florida
Statutes, the Lessor, after written notice as provided by Florida Statutes to the Lessee, Lessr�r may
(i} re-enter the premises as the agent of the Lessee, either by force or otherwise, without beinc� liable
to any prosecution or claim therefor, and may relet the Leased Property as the agent of the l_essee
and receive the rent therefor and apply the same to the payment of such expenses as Less�r may
have incurred in connection with the recovery of possession, reduction, refurbishing or ott�erwise
changing or preparing for reletting, including brokerage and reasonable attorneys fees. There�after, it
shall be applied to the payment of damages in amounts equal to the rent hereunder and to the cost
and expenses of performance of the other covenants of Lessee as provided herein; or (ii) the Lessor
may, at its option, terminate this lease by giving the Lessee fifteen (15) days' written notice �c�f such
intention served upon the Lessee or left upon the Leased Property, and the term herecaf shall
absolutely expire and terminate immediately upon the expiration of said fifteen (15) day peri�d, but
the Lessee shall nevertheless and thereafter be liable to the Lessor for any deficiency betwc:en the
rent due hereunder for the balance of the term of this lease and the rent actually received by Lessor
from the Leased Property for the balance of said term.
(c) The Lessor, at its option, may terminate this lease as for a default upon the occurnPnce of
any or all of the following events: an assignment by Lessee for the benefit of creditors; or the fiiling of
a voluntary or involuntary petition by or against Lessee under any law for the purpose of adjudicating
Lessee bankrupt; or for reorganization, dissolution, or arrangement on account of or to prevent
bankruptcy or insolvency; or the appointment of a receiver of the assets of Lessee; or the bankruptcy
of the Lessee. Each of the foregoing events shall constitute a default by Lessee and breacri of this
lease.
Page 5 of 9
(d) Lessor, at its option, may terminate this Lease in the event that the City �:�ouncil
determines, at a duly constituted City Council meeting that the Leased Premises are required for
other municipal purposes and serves Lessee with thirty (30) days written notice.
19. MISCELLANEOUS.
(a) The Lessor shall have the unrestricted right of assigning this lease at any time, anc� in the
event of such assignment, the Lessor shall be relieved of all liabilities hereunder.
(b) This contract shall bind the Lessor and its assigns or successors, and the Less�E�e and
assigns and successors of the Lessee.
(c) It is understood and agreed between the parties hereto that time is of the essence of this
contract and this applies to all terms and conditions contained herein.
(d) It is understood and agreed between the parties hereto that written notice sent by c;ertified
or registered mail, or hand delivered to the premises leased hereunder, shall constitute s��fficient
notice to the Lessee, and written notice sent by certified or registered mail or hand delivereci to the
office of the Lessor shall constitute sufficient notice to the Lessor, to comply with the terms of this
contract.
(e) The rights of the Lessor under the foregoing shall be cumulative, and failure on the part of
the Lessor to exercise promptly any rights given hereunder shall not operate to forFeit any of the said
rights.
(fl It is hereby understood and agreed that Lessee shall use no signs in connection w✓ith the
premises hereunder, except existing signs and signs inside the building, which signs shall be subject
to the prior approval of the Lessor, and in accordance with the law.
(g) It is understood that no representations or promises shall be binding on the parties, hereto
except those representations and promises contained herein or in some future writing signedl by the
party making such representations or promises.
(h) It is hereby agreed that if any installment of rent or any other sum due from LesseP is not
received by Lessor within five (5) days after such amount shall be due, Lessee shall pay to Lnssor a
late charge equal to five percent (5%) of such overdue amount. The Lessor shall not be req��aired to
accept any rent not paid within five (5) days subsequent of the date when due abs��nt the
simultaneous payment of this late charge. The requirement for a late charge set out herein sN�all not
be construed to create a curative period or a grace period for the timely payment of rent.
20. SUBROGATION.
The Lessor and Lessee do agree that each will cause its policies of insurance for fire and
extended coverage to be so endorsed as to waive any rights of subrogation which wcauld be
otherwise available to the insurance carriers, by reason of any loss or damage to the Leased
Property or property of Lessor. Each party shall look first to any insurance in its favor before making
any claim against the other party. Nothing contained herein shall in any way be consid�red or
construed as a waiver or release by the Lessor of any and all of the other covenants and conditions
contained in this lease to be performed by the Lessee.
Page 6 of 9
21. ESTOPPEL LETTER.
In the event Lessor shall obtain a loan from an institutional lender, and if the following shall be
a requirement of such loan, the Lessee agrees to execute an estoppel letter in favor of the lender
verifying the standing of the lease, the terms thereof, and all amounts paid thereunder an�d such
other matters as may be reasonably requested.
22. PARKING SPACES.
Lessee shall have the right to use the parking lot adjacent to the building of which the I..eased
Premises is a part.
23. INDEMNIFICATION.
The Lessee shall indemnify the Lessor against all liabilities, expenses and losses incurred by
the Lessor arising out of or related to the Leased Premises, Lessee's use or occupancy thereof,
Sublessee's use or occupancy thereof, to include but not being limited to (a) failure by the L.essee,
Sublessees, or their agents, to perform any provision, term, covenant or agreement require�� to be
performed by the Lessee or Sublessses under this agreement; (b) any occurrence, injury or p�arsonal
or property damage which shall happen in or about the Leased Property or appurtenances rE;sulting
from the condition, maintenance, construction on or of the operation of the Leased Prope�rty; (c)
failure to comply with any requirements of any governmental authority or insurance company ii��suring
the Leased Property or its contents; (d) any security agreement, conditional bill of sale or chattel
mortgage or mechanic's lien connected with Lessee or Sublessees, their obligations or operations,
filed against the Leased Property, fixtures, equipment or personality therein; and (e) any consti�uction,
work, alterations or improvements by Lessee or Sublessees on the Leased Property. Such
indemnification shall include reasonable attorney's fees for all proceedings, trials and appeal.a. This
provision shall survive expiration or termination of this Lease.
24. "AS IS" CONDITION.
The Lessee accepts the Leased Premises on an "as is" basis, and Lessor shall h�ve no
obligation to improve or remodel the Leased Premises.
25. CONSTRUCTIVE EVICTION.
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 an<�, if the
complaints be justified, unless Lessor shall have failed within a reasonable time after receipt �af such
notice to remedy such conditions.
26. JANITORIAL EXPENSES.
Lessee shall obtain janitorial services for the Leased Premises at its expense.
Page 7 of 9
27. SEVERANCE.
The invalidity or unenforceability of any portion of this lease shall in nowise affr:�ct the
remaining provisions and portions hereof.
28. CAPTIONS.
The paragraph captions used throughout this lease are for the purpose of reference o�nly and
are not to be considered in the construction of this lease or in the interpretation of the ric�hts or
obligations of the parties hereto.
29. NO HAZARDOUS MATERIALS.
The Lessee herewith covenants and agrees that no hazardous materials, hazardous w�aste, or
other hazardous substances will be used, handled, stored or otherwise placed upon the prop�erty or,
in the alternative, that such materials, wastes or substances may be located on the properl.y, only
upon the prior written consent of the Lessor hereunder, and only in strict accord and compliance with
any and all applicable state and federal laws and ordinances. In the event such materi�ls are
utilized, handled, stored or otherwise placed upon the property, Lessee expressly herewith ag�rees to
indemnify and hold Lessor harmless from any and all costs incurred by Lessor or damages �s may
be assessed against Lessor in connection with or otherwise relating to said hazardous m��terials,
wastes or substances at anytime, without regard to the term of this lease. This provisic�n shall
specifically survive the termination hereof.
30. CONFORMANCE WITH LAWS.
Lessee agrees to comply with all applicable federal, state and local laws during the IifE: of this
Contract.
31. ATTORNEY'S FEES.
In the event that either party seeks to enforce this Contract through attorneys at law, tlhen the
parties agree that each party shall bear its own attorney fees and costs.
32. GOVERNING LAW.
The laws of the State of Florida shall govern this Contract, and any action brought by either
party shall lie in Pinellas County, Florida.
Page 8 of 9
IN WITNESS WHEREOF, the parties hereto have executed this Contract as of the d��te set
forth above.
Countersigned:
George N. Cretekos
Mayor
Approved as to form:
Laura Lipowski Mahony
Assistant City Attorney
Attest:
�
Witness
S t • W l�'T'l3
Print Witn ss N me
Witness
Print Witness Name
CITY OF CLEARWATER, FLORIDA
:
William B. Horne II
City Manager
Attest:
Rosemarie Call
City Clerk
John L Unger and Lois Unger
By: L E..�..
J n L. Unger
v - -�
By: - ='�� -� �-�
Lois l�nger
Page 9 of 9
s�o�e �" = 50' EXHIBIT "A"
This is not a survey
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PARK STREET
SARAH McMULLEN REPLAT
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S 89' 44' 00" E 89.
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N 89' 44' 00" W
60.50'
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Point of °
Beginning �
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Point of Q
Commencement
NE Corner of I �
;n Lot 16
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COACHMAN HEIGHTS SUBDIVISION REPLAT
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20 - 26 � s
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I
Legal Description
Commence at the Northeast corner of Lot 16, Block B,
"Coachman Heights Subdivision Replat" located in Plat
Book 20, Page 26 of the Public Records of Pinellas County;
run North 73.00 feet along the West right-of-way of Martin Luther
King Jr. Avenue to the South right-of-way of Park Street;
thence N 89° 44' 00" W, along the South right-of-way of Park
Street, a distance of 60.50 feet to a Point of Beginning; thence
N 89° 44' 00" W, continuing along said South right-of-way of
Park Street, a distance of 232.75 feet; thence South, parallel to
said West right-of way of Martin Luther King Jr Avenue, a distance
of 65.30 feet to the centerline of the vacated 15.4 foot alley way;
thence S 89° 44' 00" E, being parallel to said South right-of-way of
Park Street and along the centerline of the vacated 15.4 feet alley
way, a distance of 143.25 feet; thence South, parallel to said
West right-of-way of Martin Luther King Jr Avenue, a distance
of 119.25 feet; thence S 89° 44' 00" E, parallel to said
South right-of-way of Park Street, a distance of 89.50 feet;
thence North, across the vacated 15.4 foot alley way and parallel
to said West right-of-way of Martin Luther King Jr Avenue,
a distance of 184.55 feet, to the Point of Beginning.
Containing 25,782 Square Feet, more or less
EXHIBIT "B"
Vacation of Premises
Lessee Name Lease Term Extension Options no Later than Rental amount
Scott Hooten
Larry's Classic
Autobody, LLC
Daniel Nicolosi
Month-to-month
Month-to-month
Through July 1, 2013
None
None
None
July 1, 2013
July 1, 2013
July 1, 2013
$144.45/month
None
$535.00/month
EXHIBIT "C"
INSURANCE REQUIREMENTS FOR LESSEE
The Lessee shall, at its own cost and expense, acquire and maintain (and cause sub-lessees and vendors,
if applicable, to acquire and maintain) during the term with the City, sufficient insurance to adequately
protect the respective interest of the parties. Coverage shall be obtained with a carrier having an AM
Best Rating of A-VII or better. Specifically the lessee must carry the following minimum types and
amounts of insurance on an occurrence basis or in the case of coverage that cannot be obtained on an
occurrence basis, then coverage can be obtained on a claims-made basis with a minimum three (3) year
tail following the termination or expiration of this Agreement:
1. Commercial General Liability Insurance including but not limited to, premises operations,.
products/completed operations, products liability, contractual liability, independent:
contractors, personal injury and advertising injury and $1,000,000 per occurrence andl
$1,000,000 general aggregate and $1,000,000 products/completed operation aggregate.
2. Commercial Automobile liability Insurance for any owned, non-owned, hired or borrowecl
automobile is required in the minimum amount of $1,000,000 combined single limit.
3. Statutory Workers' Compensation Insurance and Employer's Liability �nsurance in thE�
minimum amount of $100,000 each employee each accident, $100,000 each employee by
disease and $500,000 aggregate by disease with benefits afforded under the laws of the�
State of Florida. Coverage, should include Voluntary Compensation and U.S.
Longshoremen's and Harbor Worker's Act coverage where applicable. Coverage must be�
applicable to employees, contractors, and subcontractors, if any.
4. If the Lessee is using its own property in connection with the performance of its obligation��
under this Agreement, then Property Insurance on an "All Risks" basis with replacemen�t:
cost coverage for property and equipment in the care, custody and control of others i::,
required.
The above insurance limits may be achieved by a combination of primary and umbrella/excess liability
policies.
Page 1 of ,�
City of Clearwater
01/01/2012
Other Insurance Provisions:
1. The City is to be specifically included as an "Insured" on the Commercial Liability Insurance,
and Commercial Auto Liability Insurance policies listed.
2. Prior to the execution of this Agreement (and seven {7} days prior to the start of work under
this Agreement) then annually upon the anniversary date(s) of the insurance policy's.
renewal date(s), the Lessee will furnish the City with a Certificate of Insurance evidencing;
the coverages set forth above and naming the City as an "Insured" on the Lessee's;
Commercial General liability Insurance and Commercial Auto Liability Insurance policies
listed above. In addition, Lessee will provide the City with certified copies of all applicable�
policies when requested in writing from the City. The address where such certificates andl
certified policies shall be sent or delivered is as follows:
City of Clearwater
Attn: Engineering
P.O. Box 4748
Clearwater, FL 33758-4748
3. Lessee shall provide thirty (30) days written notice of any cancellation, non-renewal,,
termination, material change or reduction in coverage.
4. Lessee's insurance as outlined above shall be primary and non-contributory coverage for
Lessee's negligence.
5. Lessee shall defend, indemnify, save and hold the City harmless from any and ali claims,
suits, judgments and liability for death, personal injury, bodily injury, or property damagE�
arising directly or indirectly including legal fees, court costs, or other legal expenses.
The stipulated limits of coverage above shall not be construed as a limitation of any potential liability tc�
the City, and failure to request evidence of this insurance shall not be construed as a waiver of Lessee's:
obligation to provide the insurance coverage specified.
City of Clearwater
01/01/2012
Page 2 of;p