HomeMy WebLinkAbout080 Hoogland Orlando, Inc-Welaka BldgCITY OF SANFORD/ HOOGLAND ORLANDO, INC.
LEASE AGREEMENT RELATING TO WELAKA BUILDING
Q
This Lease Agreement (Agreement) is entered into as of October 1, 2012
(Commencement Date), between Hoogland Orlando, Inc., a Florida corporation,
(hereinafter "Landlord "), (the "Landlord "), whose address is 1516 East Hillcrest
Street, Suite 210, Orlando Florida 32803, and the City of Sanford, Florida (the
"Tenant "), whose address is City Hall, 300 North Park Avenue, Sanford, Florida
32771.
Whereas, the Landlord and Tenant entered into that certain Lease
Agreement dated July 20, 2009, (the "Lease "), and further modified by that
certain First Amendment to Lease Agreement dated February 22, 2010, for the
premises (the "Premises ") described as 110 and 116 West First Street. Sanford,
Florida, 32771, comprising of approximately 5,740 rentable square feet, in that
building known as the Welaka Building, comprised of approximately 25,797
square feet; and
Whereas, the Landlord and Tenant desire to continue their relationship
and Landlord and Tenant relative to the Premises pursuant to the terms and
conditions of this Agreement.
WI TNESSETH:
SECTION 1. LEASE OF PREMISES. Subject to the terms hereof, and to zoning
and restrictions of record, and in consideration of the mutual benefits and
obligations set forth hereafter, the Landlord leases to the Tenant and the Tenant
leases from the Landlord the Premises located in Seminole County, Florida as
described above.
SECTION 2. TERM OF AGREEMENT. This Agreement shall be for a term
commencing on October 1, 2012 (the "Commencement Date ") and expiring
September 30, 2013; provided, however, that the Tenant may extend this
Agreement for additional one -year terms through September 30, 2015. The
option of the Tenant to extend this Agreement is based upon the fact that the
appropriation of funds by the City Commission of the City of Sanford cannot be
assured for more than one budget year.
1111aoc
SECTION 3 . RENT. The Tenant shall pay to the Landlord during the term of this
agreement, Rent as follows and, in addition, in consideration of the Tenant's
extension of the prior Lease between the parties by means of this Agreement;
the Rent for the period of April 1, 2012 through September 30, 2012 shall be
adjusted as set forth in the following table of Rent:
Periccor Months of berm
NO �`
Square
ootage
Annual Rate
Per Square
a P d
ti t
,
foots
04 -01 -12 to 09 -30 -12
5740
$13.95
$40,036.50
$6,672.75
10 -01 -12 to 09 -30 -13
5740
$14.50
$83,230.00
$6,935.83
10 -01 -13 to 09 -30 -14
5740
$15.25
$87,535.00
$7,294.58
10 -01 -14 to 09 -30 -15
5740
$15.75
$90,405.00
$7,533.75
Rent includes:
a) Tenant's Pro Rata Share of Taxes and Insurance
b) Electricity: Tenant shall pay to Landlord any amount over the monthly
average electric usage estimated at $1.75 per rentable square foot or $837.08
monthly.
c) Water usage and refuse service
d) Minimum 3 nights per week basic janitorial including paper products
Rent excludes:
a) Telephone, internet, furniture wiring and /or cable expenses, including but
not limited to, installation and removal charges, repair and /or maintenance
charges, monthly or annual fee charges.
b) Florida State Sales Tax: Tenant shall provide a Florida State Sales Tax
Exemption Form to Landlord, otherwise, current Florida State Sales Tax will be
charged on rental amounts listed above.
SECTION 4 . USE. The Tenant may use and occupy the Premises for office
space and general office uses as well as governmental purposes such as, but
not limited to, economic incubator purposes. The Tenant shall not use the
Premises in a disreputable, ultra- hazardous or unlawful manner, or in any
manner that would constitute a public or private nuisance. The Tenant shall
provide all of its own office equipment, furniture and furnishings and shall insure
such equipment, furniture and furnishings, as it deems desirable. The Tenant
shall not perform any acts on the Premises that would generate noxious odors or
annoying noises.
SECTION 5. HAZARDOUS SUBSTANCES. The Tenant shall not use, store,
generate, dispose of, release or otherwise handle or possess any hazardous
substance on or about the Premises. Should the Tenant violate this provision,
then the Tenant shall indemnify, defend, and hold Landlord harmless from all
claims, charges, penalties, fines, liabilities, costs (including clean -up costs), and
211)aoe
all other obligations and expenses arising directly or indirectly from such violation
subject to the limitations set forth in State law.
SECTION 6. QUIET ENJOYMENT. Upon paying the Rent and performing all other
covenants and obligations under this Agreement, the Tenant shall hold the
Premises free from disturbance.
SECTION 7. REDELIVERY. The Tenant covenants that at the termination of this
Agreement, whether by expiration, default or otherwise, the Tenant shall
promptly re- deliver the Premises to the Landlord free from subtenancies and in
the condition the Premises are presently in, reasonable use and wear excepted.
SECTION 8. ACCEPTANCE OF PREMISES. The Tenant acknowledges that the
Landlord has made no representation or warranty that the Premises are fit for the
Tenant's intended use. The Tenant has inspected the Premises, and the Tenant
accepts the Premises "as is ".
SECTION 9. INDEMNIFICATION /LIABILITY /LOSS. The Tenant is protected by
sovereign immunity. The Tenant shall, however, indemnify, defend and save the
Landlord harmless, to the extent authorized by law, from and against all claims,
demands, obligations, liabilities, penalties, fines, charges, costs and expenses
including, but not limited to, attorney's fees, costs and expenses for the defense
thereof, arising from the Tenant's negligent activities thereon. The Tenant shall
provide to the Landlord a summary of the Tenant's insurance program as a
Florida municipal government.
SECTION 10. NO ASSIGNMENT WITHOUT CONSENT. The Tenant shall not assign
this Agreement or any of the Tenant's rights hereunder without first obtaining the
written consent of Landlord.
SECTION 11. DEFAULT /TERMINATION. The Landlord, at its option, may terminate
this Agreement on 15 days' notice to the Tenant: (a) if any Rent due hereunder is
not paid when due; or (b) if the Premises are used for some purpose other than
the use authorized herein; or (c) if the Tenant has failed to cure a default in the
performance of any other provision of this Agreement or any rule or regulation
set forth herein within 30 days after written notice thereof to the Tenant from the
Landlord, or if such default cannot be completely cured in such time, if the
Tenant shall not promptly proceed in good faith to cure such default within said
30 days (which must be cured, in any event, within 60 days). In the event that the
Landlord elects to terminate this Agreement, then, upon the expiration of the
aforesaid 15 -day notice period and the cure period set forth herein, the Tenant
shall remain liable for damages to the maximum extent provided herein or
permitted by law.
3111 it c
SECTION 12. DESTRUCTION OF PREMISES. In the event that the Premises or a
portion thereof is destroyed or damaged by fire or other casualty, then either
party may terminate the provisions of this Agreement.
SECTION 13. LIABILITY FOR LOSS OF PERSONAL PROPERTY. All personal property
placed or moved in the Premises shall be at the risk of the Tenant. Landlord shall
not be liable for any damage to person or to property occurring on the Premises
or related to the Tenant's use thereof including, but not limited to, damages
arising from the bursting or leaking of water pipes.
SECTION 14. ALTERATIONS. The Tenant shall not make any alterations to the
Premises without first obtaining the written consent of the Landlord. Any
alterations so approved by Landlord shall (a) be made in a good and
workmanlike manner; (b) be paid for in full by the Tenant; (c) be made with
materials of comparable or better quality than are already in place, and (d) not
weaken the Premises or cause a reduction in fair market value of the Premises.
SECTION 15. ACCESS TO PREMISES. The Landlord may enter the Premises at
any reasonable time for the protection or preservation of the Premises.
SECTION 16. COST OF COLLECTION AND ATTORNEY'S FEES. In the event of legal
proceedings between the parties, the prevailing party in such proceedings shall
be entitled to have its costs and attorneys' fees, including costs and attorneys'
fees for appellate proceedings, paid by the non - prevailing party.
SECTION 17. LIENS. The Tenant agrees to keep the Premises free and clear of
any lien or encumbrance of any kind whatsoever created by Tenant's acts or
omissions and the Tenant shall indemnify and defend, to the extent and limits
permitted by law, the Landlord against any claim or action brought to enforce any
lien imposed on the Premises because of the Tenant's negligent act or omission.
Except as specifically provided otherwise herein, the Tenant shall have 15 days
after receiving notice of any such lien or encumbrance to have such removed. If
the Tenant fails to have such removed within that time, the Tenant shall be in
default.
SECTION 18. WAIVER. No act of a party shall be deemed a waiver of any of the
party's rights hereunder, unless such waiver is specifically made in writing. A
party's forbearance to enforce any rights hereunder or to exercise any available
remedy, or to insist upon strict compliance herewith, shall not be deemed a
waiver or forfeiture of such rights, remedies or strict compliance, nor shall such
forbearance stop the party from exercising any available rights or remedies or
from requiring strict compliance in the future. The Landlord's acceptance of any
late or inadequate performance including, but not limited to, late or insufficient
payments of Rent, shall not constitute a waiver or forfeiture of the Landlord's right
to treat such performance as an event of default or to require timely and
adequate performance in the future.
4 1I'a
SECTION 19. NOTICES. All notices or other communication required or
permitted to be given pursuant to this Agreement shall be in writing and shall be
construed as properly given if mailed by registered or certified mail with return
receipt requested. It is agreed that notice so mailed shall be reasonable and
effective upon the expiration of three business days after its deposit. Notice given
in any other manner shall be effective only if and when received by the
addressee. For purposes of notice, the addresses of the parties shall be the
address as follows:
Hoogland Orlando, Inc.
1516 East Hillcrest Street
Suite 210
Orlando Florida 32803
City Manager
City of Sanford
300 North Park Avenue
Sanford, Florida 32771
SECTION 20. CONSTRUCTION. Whenever the context permits, or requires the
use of the singular in this Agreement shall include the plural and the plural shall
include the singular. Any reference herein to one gender shall likewise apply to
the other gender and to the neuter; and any reference herein to the neuter shall
refer likewise to one or both genders. Any reference herein to a person shall
include trusts, partnerships, corporations, and other entity, as appropriate.
SECTION 21. CAPTIONS. The captions to the provisions of this Agreement are
for convenience and reference only and in no way define, limit or describe the
scope or intent of this Agreement nor in any way effect the substance of this
Agreement.
SECTION 22. APPLICABLE LAWIVENUE. This Agreement shall be governed by
and construed in accordance with the laws of the State of Florida. Venue shall be
in the Eighteenth Judicial Circuit Court in and for Seminole County, Florida
SECTION 23. SURVIVABILITY. The parties agree that all of the Tenant's
indemnities, representations and warranties made herein, shall, to the extent and
limits permitted by law, survive the termination or expiration of this Agreement
and that the termination or expiration hereof shall not release the Tenant from
any accrued, unfulfilled or unsatisfied liabilities or obligations arising from the
negligence of the Tenant during the term of this Agreement.
SECTION 24. MERGER. No prior or present agreements or representations shall
be binding upon the parties hereto unless incorporated in this Agreement. No
modification or change in this Agreement shall be valid or binding upon the
parties unless a writing is executed by the parties to be bound thereby. To the
extent that the parties have entered any prior agreement(s), it/they are hereby
repealed and superseded. The parties acknowledge that this Agreement
constitutes the entire agreement between the parties relating to the within subject
matter and that there are no agreements, understanding restrictions, warranties,
5111a((
representations, or covenants between the parties relating to this subject matter
other than those set forth in this Agreement.
SECTION 25. PARTIES BOUND. This Agreement shall be binding upon and shall
inure to the benefit of the heirs, personal representatives, successors and
assigns of the parties. In the event that the Landlord or any successor -owner of
the Premises shall convey or otherwise dispose of the Premises, all liabilities and
obligations of the Landlord, or any successor -owner as the Landlord, to the
Tenant under this Agreement shall terminate upon such conveyance or disposal
and the giving of written notice thereof to the Tenant.
SECTION 26. SEVERABILITY. If any provision of this Agreement should be in
conflict with any public policy, statute or rule of law, or is otherwise determined to
be invalid or unenforceable, then such provision shall be deemed null and void to
the extent of such conflict, but without invalidating the remaining provisions.
SECTION 27. ACCORD AND SATISFACTION. No payment by the Tenant or receipt
by the Landlord of a lesser amount than the Rent herein stipulated shall be
deemed to be other than on account of the earlier Rent, nor shall any
endorsement or statement on any check or any letter accompanying any check
or Rent payment be deemed an accord and satisfaction. The Landlord may
accept such check or payment without prejudice to the Landlord's right to recover
the balance of such Rent or pursue any other remedy provided in this Agreement.
SECTION 28. TIME PERIODS. Time is of the essence in this Agreement. Any
reference herein to time periods of less than six days shall exclude Saturdays,
Sundays and legal holidays; and any time period provided for herein that ends on
a Saturday, Sunday or legal holiday shall extend to 5:00 PM of the next full
business day.
SECTION 29. RECORDING. This Agreement shall not be recorded in the Land
Records of Seminole County.
SECTION 30. AUTHORITY OF SIGNATORIES. The signatories to this Agreement
hereby represent that they have the lawful authority to execute this Agreement.
To that end, the parties hereby represent, covenant, and warrant that each
signature appearing on this Agreement is authorized, genuine, and is freely,
knowingly, and willfully affixed and that each of the undersigns have the power,
right, and authority to execute this Agreement and to carry out the intent thereof,
and that the execution and delivery of this Agreement shall not violate or
contravene any agreement, under which any party is bound or which requires a
consent of any other person.
611 it - c
ZrI
In Witness Whereof, the undersigned have hereunto set their hands and
seals on the date stated.
Witnesses:
&�&Iy
eV#7erl le
Printed Name
Signature
Landlord /Hoogland Orlando, Inc.:
By: C t� /
Authorized Corpor to Offig6r
Printed Name
Acknowledgment
State of Florida )
County of Seminole )
Hereby Certify that on this day, before me, an officer duly authorized to
administer oaths and IIlItake acknowledgments, personally appeared
(_[1 Ci Y I � 1 _) Al i � ( `I f end s /he acknowledged executing the same in the
pre5,p_nc two subscribing witnesses freely and voluntarily and s /he is
personally know I to me or provided as identification.
Witness my hand and official seal in the County and State last aforesaid
this __�' day of �J1 U (I t , 2012.
(Affix Notary Seal)
Notary Public; S ate of Florida
M 29 Notary Public State of Florida
Sara Epstein My Commission EE 1730
Expires 02/26 /2016
Print Name: S C4 /
�P I
711 1ao
Attest:
Nicholas Mcray
Executive Director
Approved for funding:
Attest:
r - D• • -
City Clerk
Approved as to form and
Iliam L. Colbert
y Attorney
n/- 6ZO i
Tenant/City of Sanford Community
Redevelopment Agency:
Maria Shreve
Chairperson
City Commission of
Sanford:
Jeff Triplett J�Oih Mayor, City rd, Florida
of
8111 �