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FIRST AMENDMENT TO AGREEMENT TO LEASE
This Amendment to Lease and Agreement To Lease (as said document
continues in force and effect to the extent not superseded by the Lease) is made
and entered into, on this day of , 2011, and is to that certain
Lease, dated October 27, 2003, which implemented the terms and conditions of that
certain Agreement to Lease made and entered into on the 27th day of October,
2003, said documents being between the City of Sanford, a Florida municipal
corporation, whose address is 300 North Park Avenue Sanford, Florida 32771
(hereinafter referred to as the "City "), and Wilson Center, Inc., a Florida corporation,
whose address is 541 North Palmetto Avenue, Suite 105, Sanford, Florida 32771
(hereinafter referred to as the "Tenant ")
Witnesseth:
Whereas, the City and the Tenant entered into the above - referenced
Agreement to Lease on the 27th day of October, 2003, as recorded on November 8,
2003, at Official Records Book 5091, Page 662, Public Records of Seminole
County, Florida; and
Whereas, the City and the Tenant entered into the Lease implementing the
above - referenced Agreement to Lease on the 27 day of October, 2003, which
document was not recorded in the Public Records of Seminole County, Florida; and
Whereas, the parties desire to amend the Lease so as to enable both parties
to continue to enjoy the mutual benefits it provides; and
Whereas, amendments to the Lease, which implements and continues into
effect the Agreement to Lease, as well as the Agreement to Lease itself shall be
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valid only when expressed in writing and duly executed by the parties; and
Whereas, the parties desire that the parties to continue to enjoy and mutual
benefits provided by the Lease and the Agreement to Lease subject to the terms
and conditions of this Amendment,
Now, Therefore, in consideration of the mutual understandings and
agreements contained herein, the parties agree to renew and amend the Lease as
follows:
Section 1. Amendment Relating To Public Restrooms. Although set
forth in the recitals and not the substantive provisions of the Lease, the Lease is
amended to read as follows in a new section:
The text of the original instrument constituting this Lease, as well as
associated text in the Agreement to Lease, relating to the Tenant's
obligation relative to maintaining public restroom facilities as
developed at the entry to Marina Isle in order to provide such public
facilities at the Riverwalk Trailhead to service persons utilizing the
Riverwalk are eliminated and the Tenant shall have no obligation to
maintain public restroom facilities at the Leased Property and the
restroom facilities constructed on the Leased Property may be limited
to serve the customers of the commercial development located on the
Leased Property, or as may otherwise be deemed appropriate by the
Tenant, and the City agrees that no statute, ordinance, rule, order,
regulation or requirements of the Federal, State or City government
require such public restrooms at the Leased Property. The Tenant
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shall have no obligation relative to the restrooms other than may be
associated with the commercial development of the Leased Property
and said restrooms shall not be considered restrooms that constitute
a public facility in any respect.
Section 2. Amendment Relating To Rent. Section 4 of the Lease is
amended to read as follows:
Commencing on January 1, 2012, the Tenant shall pay unto the City
to sum of $5,000.00 per year ($416.67 per month) for rental of the
Leased Property. Said amount shall increase by ten percent (10 %)
per year commencing on January 1, 2013, January 1, 2014 and
January 1, 2015. Said amount shall increase by two percent (2 %) per
year commencing on January 1, 2016 and each subsequent January
1 of each year. Rent shall be paid, in advance, to the City on or before
the first day of January of each rental year. Prior to January 1, 2012
the rent for the Leased Property shall be as set forth in the Lease.
Section 3. Amendment Relating To Insurance And Use Of Leased
Property. Section 9 of the Lease is amended to read as follows:
Property Insurance shall be provided by the Tenant in an amount not
less than an amount equal to value of the Leased Property with the
City named as the loss payee. The Tenant shall provide the City with
a Certificate of Insurance in a form and with substance satisfactory to
the City. The Tenant shall further provide a Certificate of Insurance in
a form and with substance satisfactory to the City indicating public
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liability and property damage insurance, naming the City as co-
insured /additional insured, with under a policy or policies written by a
company or companies acceptable to the City in such amounts as
shall be required by the City; provided, however, that the required
minimum general liability insurance policy limits shall be
$1,000,000.00 per occurrence. The Tenant shall continuously carry
full replacement costs born from hazard insurance on all
improvements. Additionally, the Tenant shall ensure that all
subtenants provide like insurance as required by this Section. In the
event that the Tenant shall conduct or permit the consumption or sale
of alcoholic beverages upon the Leased Property, the City shall be
notified in writing prior to any such consumption or sale and may
impose additional insurance requirements.
Section 4. Amendment Relating To Insolvency /Bankruptcy. Section
17 of the Lease is amended to add the following sentence at the end of said
Section:
The Tenant shall promptly advise the City, in writing, in the event of
insolvency or bankruptcy with regard to any matter affecting the
Leased Property.
Section 5. Amendment Relating To Right Of First Refusal. A new
Section of the Lease is added to read as follows:
For and in consideration of the good and valuable consideration
provided by the City to the Tenant as set forth herein, the receipt and
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sufficiency of which is acknowledged by the Tenant, the Tenant does
hereby grant to the City the exclusive right and option to purchase the
Lease relative to the Leased Property, or any part of a sale of the
Lease relating to the Leased Property, upon the same terms and
conditions as set forth in any bona fide sale, transfer or assignment of
the Lease to any other party such that the City shall have, at all times,
the right of first refusal to purchase the said rights at the same terms
and conditions of any other bona fide offer. This right of the City shall,
together with the other covenants of this Lease, run with and
perpetually run with and burden the land (Leased Property). The
Tenant shall promptly advise the City, in writing, in the event of a
proposed sale of the Leased Property or any part of it or any right
associated with it.
Section 6. Recognition Of Performance. The City has fully performed
the provisions of Section 5 of the Lease.
Section 7. No Other Amendment. Except as herein modified, all terms
and conditions of the underlying Lease shall remain in full force and effect for the
term of the Lease as originally set forth in said Lease. When used herein, the term
"Lease" shall include the Agreement To Lease to the extent that such document has
not been superseded by the specific terms of the Lease and, to that end, this
document and those two documents shall be read in harmony. Also, the term
"Leased Property" shall mean and include the improvements to the Leased Property
in every respect relative to the benefits accruing to the City hereunder.
Section 8. Recordation; Priority Of Documents. This Amendment
together with the underlying Lease shall be recorded in the Official Records (Land
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Records) of Seminole County, Florida at the cost of the Tenant. The provisions of
this document prevail over any conflicting provisions of the above - referenced
Agreement to Lease and Lease.
In Witness Whereof, the undersigned have hereunto set their hands and
seals on the date stated.
Attest:
City Of Sanford, F
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Janet d8ugher�. C Por &,r
_DC� City Clerk
For use and reliance of the
Sanford City Commission only.
Approved as to form and legali
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ty Att L. Colbert _W____ �
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AttestlWitnesses:
rinted Name: Ij S .06%U
Witness Number 1
Printed Name: l l ff
Witness Number 2
Jeff Tri
Mayor
Tenant: Wilson Center, Inc.
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Robert L. Honan
Sole Corporate Officer
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