HomeMy WebLinkAbout047-Lease-Marina Isle/Marina MoteL S, -o
AGREEMENT TO GIVE NOT FIR 4 1
AND CONSENT TO ASSIGNMENTL1'A�
This Agreement is made th n day of , 1999, by and between the CITY
OF SANFORD, a Florida municipal corporation, herei ter called "OWNER "; and
VENTURE THIRTY -TWO, INC. an Arizona corporation, hereinafter called "VENTURE "; and
SANFORD MARINA HOTEL CORPORATION, a Florida corporation, and its principals,
James C. Barggren, Jerry Thomas Scanlan, Ilene I. Schooley, and The LaVerne Dean Schooley
and Tricia M. Schooley Family Trust of February 25, 1999, all hereinafter collectively referred
to as "MARINA HOTEL "; and
UNITED SOUTHERN BANK, a Florida banking corporation, hereinafter called "LENDER."
RECITALS
A. OWNER owns the fee simple title to the following- described real property located in
Seminole County, Florida:
Sanford Riverfront Project Lots 2 and 3, as recorded in Plat Book 14,
Page 88, Public Records of Seminole County, Florida.
B. OWNER and TERRA MARKETING, INC. previously entered into that certain Land
Lease dated May 11, 1995, recorded in Official Records Book 3001, Page 1920, Public
Records of Seminole County, Florida, pursuant to which TERRA MARKETING, INC.
leased the above - described property from OWNER.
C. VENTURE is the successor in interest to TERRA MARKETING, INC. by virtue of that
certain Assignment of Lease dated November 10, 1995 from TERRA MARKETING,
INC. to VENTURE THIRTY -TWO, INC., recorded in Official Records Book 3001,
Page 1931, Public Records of Seminole County, Florida.
D. VENTURE, the current Lessee under the Lease, desires to assign its interest in the Lease
to MARINA HOTEL and its principals, and MARINA HOTEL desires to accept the
Assignment of the Lease and agrees to perform all of the obligations of the Lessee as set
forth therein.
E. Simultaneously with the Assignment of the Lease from VENTURE to MARINA HOTEL,
MARINA HOTEL desires to mortgage its leasehold interest to LENDER. However,
LENDER has requested that it be given notice and an opportunity to cure any defaults
that may arise under the Lease.
F '"" 1
AGREEMENT
In consideration of the foregoing Recitals, other good and valuable considerations, and
the mutual covenants herein set forth, it is agreed as follows:
1. Recitals The foregoing recitals are true and form a part of this Agreement.
2. Status of Lease The Lease Agreement described above and recorded in Official Records
Book 3001, Page 1920, Public Records of Seminole County, Florida, is as of the date
hereof in full force and effect, has not been amended, all Lease payments due OWNER
have been paid and are current, and to the best of OWNER's knowledge the Lessee is
not in default under any of the terms and conditions thereof.
3. Consent to Initial Assignment Pursuant to Paragraph 9 of the Lease Agreement,
OWNER hereby consents to an Assignment of the Lease from VENTURE THIRTY -
TWO, INC. to the following:
SANFORD MARINA HOTEL CORPORATION 80.0%
JERRY THOMAS SCANLAN
12.5%
ILENE I. SCHOOLEY and THE LaVERNE DEAN
SCHOOLEY and TRICIA M. SCHOOLEY FAMILY TRUST
of February 25, 1999 (collectively) 7.5%
100.0%
4. Consent to Subsequent Assignment Pursuant to Paragraph 9 of the Lease Agreement,
OWNER hereby consents to a Subsequent Assignment of the Lease from JERRY
THOMAS SCANLAN, (as to 12.5 %), and from ILENE I. SCHOOLEY and THE
LaVERNE DEAN SCHOOLEY and TRICIA M. SCHOOLEY FAMILY TRUST of
February 25, 1999, (collectively as to 7.5 %) to SANFORD MARINA HOTEL
CORPORATION.
5. Default and Notice to Cure Default and notice to cure shall be governed by Paragraph
18 of the Lease.
6. Method of Notice
A. Notice must be in writing and be given at the respective addresses set forth
below.
B. Notice will be deemed given when: (i) delivered to a parry by hand or by
courier /delivery service; or (ii) three (3) business days after being sent certified
mail, return receipt requested, postage prepaid and deposited in the U.S. Postal
Service.
2
C. Notice to LENDER shall be given to:
UNITED SOUTHERN BANK
Attention: Robert P. Adrid
2701 South Bay Street
Post Office Box 1925
Eustis, Florida 32727
with copy to:
ROBERT F. VASON, JR., ESQUIRE
501 East Fifth Avenue
Post Office Box 1430
Mount Dora, Florida 37256
D. Notice to VENTURE shall be given to:
VENTURE THIRTY -TWO, INC.
Attention: Wallace S. Olsen, Jr.
2633 East Indian School Road
Suite 400
Phoenix, Arizona 85016
with copy to:
STEPHEN H. COOVER, ESQUIRE
Hutchinson, Mamele & Coover, P.A.
230 North Park Avenue
Post Office Box 1149
Sanford, Florida 32772
E. Notice to Lessee shall be given to:
SANFORD MARINA HOTEL CORPORATION
Attention: James C. Barggren
100 North Alexander Street
Mount Dora, Florida 32757
with copy to:
JERRY THOMAS SCANLAN
28 Port Marnoch Drive
Coto de Caza, California 92679
3
and
LaVERNE DEAN SCHOOLEY
200 Oceangate, Suite 1550
Long Beach, California 90802
F. Notice to Owner shall be given to:
CITY OF SANFORD
Attention: Tony VanDerworp, City Manager
300 North Park Avenue
Sanford, Florida 32771
with copy to:
/00*1.
William L. Colbert, Esquire
Stenstrom, McIntosh, Colbert, Whigham & Simmons, P.a.
Post Office Box 4848
Sanford, Florida 32772 -4848
G. The addresses set forth above may be changed by a party by providing notice of
the change in the manner herein provided.
DLjm� t JI.Q,t,y-OJ
'June Crews
Printed Name of Witness
C rew�
Printed Name of Witness
Printed tness
ROfoeeea Patae:10
Printed Name of Witness
CITY OF SANFORD,
Z Florida c o atio n
E, Mayor
By: Q Azitl<
NET R. DOUGHE TY, C rk
VENTURE THIRTY -TWO, INC.,
an Arizona Corporation
By: _
H
eo�l.
OFF rr
Printed Name of Witness
Printed Name of Witness
o,
Printed Name � o f
/ ' •
Printed Name of Witness
.r
Printed Name 'of Witness
ra.
SANFORD MARINA HOTEL
JERRY THOMAS SCANLAN
<-I-- Lk-4 8-
ILENE I. SCHOOL�
Printed Name of Witness
CORPORATION,
Printed Name of Witness
VA
STATE OF FLORIDA
COUNTY OF SEMINOLE
THE LaVERNE DEAN SCHOOLEY
and TRICIA M. SCHOOLEY
FAMIL TRUST of Feb. 25, 1999
By:
C d
- � �-
UNITED SOUTHERN BANK,
a Florida Banking Cation
B
I hereby certify that on this day, before me, an officer duly authorized in the State
aforesaid to take acknowledgments, personally appeared LARRY DALE, Mayor, and JANET
R. DOUGHERTY, City Clerk of the City of Sanford, Florida, who are personally known to me
and they acknowledged before me that they executed the same.
Witness my hand and official seal in the County and State last aforesaid this ZT ++day of
�ulV 1999.
cvAy P&* DIANE CREWS (_lL j-t
_° COMMISSION # CC 655670 Notary Public, State of Florida
, � EXPIRES JUN 15 2001 Print Name: 1 T )icL ne Crews
�OF 7 ATLANTIC BONDING INC.
0
Printed Name of Witness
?001�,
STATE OF ARIZONA
COUNTY OF w"av(Loye,
I hereby certify that on this day, before me, an officer duly authorized in the State
aforesaid to take acknowledgments, personally appeared ?ion crnsi• , the
saarekar y of VENTURE THIRTY -TWO, INC., an Arizona corporation, who
is personally known to me or who produced as
identification.
Witness my hand and official seal in the County and State last aforesaid this 34 of
JNty , 1999.
Ilie f E Notary Public, State of Arizona
.....,,�„ ,, +D Print Name: *Alpecaw taAsi o
STATE OF FLO p D � A �
COUNTY OF ✓W (� \nt�P
aforesaid
hereby certify that on this day, before me, an officer dul a orized in the State
to take acknowledgments, personally appeared u l(Y1C , the
of SANFORD MARINA HOTEL COAPORATI , a Floirda
corporation, who is personally known to me or who produced
as identification.
Witness my hand and official seal in the County and State last aforesaid thisa� day of
1999.
G .Mt heleKel! V C o
Niy:;r.'ramssionCC630216 Notary Public, State of Florida
expires AprO 20, 2001
Print Name:
STATE OF FLORIDA
COUNTY OF SEMINOLE
SWORN TO AND SUBSCRIBED BEFORE ME THIS 29TH DAY OF AUGUST, 1999,
BY JAMES C. BARGGREN, WHO HAS PRODUCED A VALID DRIVER'S LICENSE AS
TYPE OF IDENTIFICATION AND WHO DID TARE AN OATH.
MY COMMISSION EXPIRES:
STATE OF FLORIDA
COUNTY OF SEMINOLE
J nv rss
C Michele Kelley
.� My Commission CC638216
Expires April 28, 2901
SWORN TO AND SUBSCRIBED BEFORE ME THIS 29TH DAY OF AUGUST, 1999, BY
JERRY THOMAS SCANLAN, WHO HAS PRODUCED A VALID DRIVER'S LICENSE AS TYPE
OF T ICA ION AND WHO DID TARE
07 AN OATH.
NO Y PUBLIC
MY COMMISSION EXPIRES: 4- ;N CMI9ele Keley
My Cormission CC6M16
Re Expires Aprd 28, 2001
STATE OF FLORIDA
COUNTY OF SEMINOLE
SWORE TO AND SUBSCRIBED BEFORE ME THIS 29TH DAY OF AUGUST, 1999, BY
JERRY THOMAS SCANLAN ATTORNEY IN FACT FOR ILENE I. SCHOOLEY, LAVERNE
DEAN SCHOOLEY AND TRICIA M. SCHOOLEY, WHO HAS PRODUCED A VALID DRIVERS
LICENSE AS TYPE OF IDENTIFICATION AND WHO DID TARE AN OATH.
L Al ss�
`p C MiGtela Ketley
3LI yti C m Commreslon CC63821e
y� Expires Apnl28,2981
�arn�
MY COMMISSION EXPIRES
STATE OF CALIFORNIA
COUNTY OF
I hereby certify that on this day, before me, an office y authorized in the State
aforesaid to take acknowledgments, personally appeare VERNE DEAN SCHOOLEY,
Trustee of THE LaVERNE DEAN SCHOOLEY AnT TRICIA M. SCHOOLEY FAMILY
TRUST of February 25, 1999, who is persona own to me or who produced
as identification.
Witness my hand and of ' al seal in the County and State last aforesaid this _ day of
,199.
Notary Public, State of California
Print Name:
STATE OF FLORIDA
COUNTY OF,LAKESFcv-,, le
I hereby certify that on this day, before me, an ficer d ly�t� pried 'n the State
aforesaid to take acknowledgments, personally appeared Ne f1� , the
of UNITED SOUTHERN aANK, a Florida Banking Corporation,
who is personally known to me or who produced L as
identification.
Witness my hand and official seal in the County and State last aforesaid thi� =l day of
� 1999. ,.
Notary Public, State of Florida
p1 o .. e , Print Name:
C Mimele Kelley
My COMM,"ip„CC i6
Expires A,,,, 282001
f: \wp51 \grace \misc \barggren.agr
E
^^
HUTCHISON, MAMELE & t+OOVER, P.A.
ATTORNEYS AND COUNSELORS AT LAW
WILLJAM C. HUTCHISON. JR. (1926 -1991]
PARKFULTON BUILDING. 230 NORTH PARK AVENUE
-RICHARD L. MANIELE
ORFCE BOX 1149
STEPHEN H. COOVER
� y�Ll 26 F 4 3
e•
SANFORD. FLORIDA 32772 -1149
TMOTHY R. S
—" --
[407) 322-4051
OF COUNSEL
�/
FAX (40771 3300966
• BOARD CERTTREO
MARITAL & FAMILY LAW
TRANSMITTAL MEMO
August 26, 1999
TO: City of Sanford
ATTN: City Clerk
HAND DELIVERED
FROM: STEPHEN H. COOVER
RE: Venture Thirty -Two, Inc. - Sanford Marina Hotel Corporation
Attached please find a fully executed original of the Agreement to Give Notice and
Consent to Assignment of Lease in the above referenced matter for your city records.
Thank you for your assistance in this matter. Should you have any questions, please
call.
AGREEMENT TO GIVE NOTICE /w i \
AND CONSENT TO ASSIGNMENT OF LEASE
This Agreement is made this day of , 1999, by the CITY OF
SANFORD, a Florida municipal corporation, hereinafter called "OWNER "; VENTURE
THIRTY -TWO, INC., an Arizona corporation, hereinafter called "VENTURE "; MARINA
HOTEL CORP. OF SANFORD, INC., a Florida corporation, hereinafter called "MARINA
HOTEL "; and UNITED SOUTHERN BANK, a Florida banking corporation, hereinafter
G called "LENDER."
k
A.
RECITALS:
OWNER owns the fee simple title to the following- described real property located
in Seminole County, Florida:
Sanford Riverfront Project Lots 2 and 3, as recorded in Plat
Book 14, page 88, Public Records of Seminole County,
Florida.
B. OWNER and TERRA MARKETING, INC., previously entered into that certain Land
Lease dated May 11, 1995, recorded in Official Records Book 3001, page 1920,
Public Records of Seminole County, Florida, pursuant to which TERRA
MARKETING, INC., leased the above - described property from OWNER.
C. VENTURE is the successor in interest to TERRA MARKETING, INC., by virtue of
that certain Assignment of Lease dated November 10, 1995, from TERRA
MARKETING, INC., to VENTURE THIRTY -TWO, INC., recorded in Official Records
Book 3001, Page 1931, Public Records of Seminole County, Florida.
D. VENTURE the current Lessee under the Lease, desires to assign its interest in the
Lease to MARINA HOTEL, and MARINA HOTEL desires to accept the Assignment
of the Lease and agrees to perform all of the obligations of the Lessee as set forth
therein.
E. Simultaneously with the Assignment of the Lease from VENTURE to MARINA
HOTEL, MARINA HOTEL desires to mortgage its leasehold interest to LENDER.
However, LENDER has requested that it be given notice and an opportunity to cure
any defaults that may arise under the Lease.
AGREEMENT
In consideration of the foregoing recitals, other good and valuable considerations,
and the mutual covenants herein set forth, it is agreed as follows:
1. Recitals The foregoing recitals are true and form a part of this Agreement.
2. Status of Lease The Lease Agreement described above and recorded in Official
Records Book 3001, Page 1920, Public Records of Seminole County, Florida, is as of the
date hereof in full force and effect, has not been amended, all Lease payments due to
OWNER have been paid and are current, and to the best of OWNER'S knowledge
VENTURE is not in default under any of the terms and conditions thereof.
3. Consent to Assignment Pursuant to Paragraph 9 of the Lease Agreement,
OWNER hereby consents to an Assignment of the Lease from VENTURE THIRTY -TWO,
INC., to MARINA HOTEL CORP. OF SANFORD, INC.
4. Default and Notice to Cure Default and notice to cure shall be governed by
Paragraph 18 of the Lease.
5. Method of Notice
A. Notice must be in writing and be given at the respective addresses set forth
below.
B. Notice will be deemed given when: (i) delivered to a party by hand or by
courier /delivery service; or (ii) three (3) business days after being sent
certified mail, return receipt requested, postage prepaid and deposited in the
U.S. Postal Service.
C. Notice to LENDER shall be given to:
UNITED SOUTHERN BANK
Attention: Robert P. Adrid
2701 South Bay Street
Post Office Box 1925
Eustis, FL 32727
With a copy to:
ROBERT F. VASON, JR., ESQUIRE
501 East Fifth Avenue
Post Office Box 1430
Mount Dora, FL 32756
D. Notice to VENTURE shall be given to:
VENTURE THIRTY -TWO, INC.
Attention: Wallace S. Olsen, Jr.
2633 East Indian School Road
.
Suite 400
Phoenix, AZ 85016
With a copy to:
E. Notice to MARINA HOTEL shall be given to:
MARINA HOTEL CORP. OF SANFORD, INC.
Attention: James C. Barggren
100 North Alexander Street
Mount Dora, FL 32757
With a copy to:
F. Notice to OWNER shall be given to:
CITY OF SANFORD
Attention: Tony VanDerworp, City Manager
300 N. Park Avenue
Sanford, FL 32771
With a copy to:
WILLIAM L. COLBERT, ESQ.
Stenstrom, McIntosh, Colbert, Whigham & Simmons, P.A.
P.O. Box 4848
Sanford, FL 32772 -4848
3
G. The addresses set forth above may be changed by a party by providing
written notice of the change in the manner herein provided.
Witnesses:
Ii0 -ne, Cr ews
(Print name)
'biane Crews
(Print name)
(Print name)
(Print name)
CITY OF SANFORD, a Florida
municipal c oratio
By�Zrry }
D ale, Mayor
ATTEST::
anet R. Dougherty, City CI rk
VENTURE THIRTY -TWO, INC.,
an Arizona corporation,
Print name:
Title:
2
Miz
(Print name)
(Print name)
(Print name)
(Print name)
so
MARINA HOTEL CORP. OF SANFORD,
INC., a Florida corporation
M
Print name:
Title:
UNITED SOUTHERN BANK,
a Florida banking corporation
0
Print name:
Title:
5
STATE OF FLORIDA
COUNTY OF SEMINOLE
I HEREBY CERTIFY that on this day, before me, an officer duly authorized in the
State aforesaid to take acknowledgments, personally appeared, LARRY DALE, Mayor and
JANET R. DOUGHERTY, City Clerk, of the City of Sanford, Florida, who are personally
known to me and they acknowledged before me that they executed the same.
WITNESS my hand and official seal in the County and State last aforesaid this
fq+h day of JUI q 1999.
R DIANECREWS
COMMISSION # CC 655670
,,p EXPIRES JUN 15 2001
OP P
ATLANTIC SONDATLANTIC 1fV0 W,, (N6,
STATE OF ARIZONA
COUNTY OF
Notary Public, State of Florida
Print Name: Di One. Crews
I HEREBY CERTIFY that on this day, before me, an officer duly authorized in the
State aforesaid to take acknowledgments, personally appeared,
the of VENTURE
THIRTY -TWO, INC., an Arizona corporation, ❑ who is personally known to me or ❑ who
produced as identification.
WITNESS my hand and official seal in the County and State last aforesaid this
day of , 1999.
Notary Public, State of Arizona
Print Name:
STATE OF FLORIDA
COUNTY OF
I HEREBY CERTIFY that on this day, before me, an officer duly authorized in the
State aforesaid to take acknowledgments, personally appeared,
the of MARINA
HOTEL CORP. OF SANFORD, INC., a Florida corporation, ❑ who is personally known to
me or ❑ who produced as
identification
WITNESS my hand and official seal in the County and State last aforesaid this
day of , 1999.
Notary Public, State of Florida
Print Name:
STATE OF FLORIDA
COUNTY OF
I HEREBY CERTIFY that on this day, before me, an officer duly authorized in the
State aforesaid to take acknowledgments, personally appeared,
the of UNITED
SOUTHERN BANK, a Florida banking corporation, ❑ who is personally known to me or
❑ who produced as
identification
WITNESS my hand and official seal in the County and State last aforesaid this
day of , 1999.
Notary Public, State of Florida
Print Name:
i:\nah \files\WsanforMassign of lease
7
JAN -27 -98 TUE 17;53 OLDREPUBLIC FAX N0, 6471735 P. 01
OLD REPU LIC NATIONAL TITLE INSURANCE COMPANY
SEARCH DEP TMENT
FAX TRANSM TTAL SHEET
1971 LEE 120
WINTER PART , FLORIDA 32789
(407) 647 -1915
FAX: (407) 647-1735
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DATE:_ � -zq' "'! '7 , flfi
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NUMBES INCLUDING TRLANSMITTAL SHEET. �
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* If you received thi facsimile in error, please notify us immediaticy at the telephone number
above.
* If you experience A blems with the quality of this facsimile, please telephone sender at
the telephone num r above.
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,A
ASSIGNMENT OF LEASE
THIS AGREEMENT entered into this 10th day of November ,
1995, by and between TERRA MARKETING, INC. (hereafter "Assignor ")
and VENTURE THIRTY -TWO, INC. (hereafter "Assignee ")
WITNESSETH:
WHEREAS, Assignee is the owner of the real property and
improvements thereon described as follows:
Sanford Riverfront Project Lots 2 and 3, as
recorded in Plat Book 14, Page 88, Public
Records of Seminole County, Florida,
subject to the rights of the City of Sanford, Florida; and
WHEREAS, Assignor seeks to assign to Assignee all its right,
title and interest to that certain Lease with the City of Sanford,
Florida dated May 11, 1995, concerning the above - described
property, and Assignee wishes to accept the Assignment,
NOW, THEREFORE, in consideration of the sum of Ten Dollars
($10.00), the mutual promises and covenants herein, as well as
other good and valuable consideration not specifically mentioned,
the Parties agree as follows:
1. Assignor assigns all its right, title and interest to
Assignee with respect to that certain Lease dated May 11,
1995 (the Lease) with the City of Sanford, Florida.
2. This Assignment of Lease shall be effective October 1,
1995, between Assignor and Assignee.
3. Assignee shall perform all promises and covenants of
Lessee under the Lease from October 1, 1995, through the
term of the Lease.
4. This Assignment of Lease is subject to the consent of the
City of Sanford, Florida.
Witnes es:
Terra Marketing, Inc.
by: _
Ven re Thirty- o, Inc.
by:
= 04-7
State of ARIZONA )
) ss.
County of MARICOPA )
I HEREBY CERTIFY that on this day
qualified to take acknowledgements,
WALTH, President of Terra Marketing,
person described in and who executed
acknowledged before me the execution
therein expressed, and who is per;
produced
WITNESS my hand and official seal at PHOENIX, said County and State
aforesaid, this 10th day of November, 1995.
State of ARIZONA
County of MARICOPA
C \_LW z cox, �4 c � X9-11
NOTARY PUBLIC - State f ARIZONA
My commission expires: 06/29/97
ss.
I HEREBY CERTIFY that on this day before me, an officer duly
qualified to take acknowledgements, personally appeared WALLACE
OLSEN, JR., President of Venture Thirty -Two, Inc., to me known to
be the person described in and who executed the foregoing
instrument and acknowledged before me the execution of the same for
the purposes therein expressed, and w is personally known by me
or has produced as identification.
WITNESS my hand and official seal at PHOENIX, said County and State
aforesaid, this 10th day of November, 1995.
0 occicuL sEA1.
Rebecca S. Palacio
NOWY PuNwSUts of M� NOTARY PUBLIC State of ARIZONA
MARICOPA COUNTY My commission expires: 06/29/97
My Cam' FJW. Juno 20,19V
CONSENT TO ASSIGNMENT
The City of Sanford, Florida hereby consents to the Assignment of
Leas t Terra Marketing, Inc. and Venture Thirty -Two, Inc.
th day of d'�iwyt4il. , 1995.
City of Sanford, Floriyla _
s
before me, an officer duly
personally appeared BEVERLY
Inc., to me known to be the
the foregoing instrument and
of the same for the purposes
3onally known by m or has
as identification.
014-7
LEASE
THIS LEASE is made and entered into this //& day of
A 4(V
, 1995, by and
between the
CITY
OF SANFORD,
FLORIDA,
a municipal corporation,
hereinafter
called
"Lessor" and
Terra Marketing, Inc., hereinafter called "Lessee."
W I T N E S S E T HH:
WHEREAS, Lessee owns the building located at 530 N. Palmetto
Avenue, Sanford, Florida, on the following described real property,
hereinafter called the "leased property ":
Sanford Riverfront Project Lots 2 and 3, as
recorded in Plat Book 14, Page 88, Public
Records of Seminole County, Florida
WHEREAS, the Lessor owns the above - described real property but
not the building; and
WHEREAS, there is an existing Lease upon the land dated April
14, 1967, and addendums thereto; and
WHEREAS, the existing Lease is in default and is the subject
of litigation in Case Number 89-3831- CA -14 -B pending in Circuit
Court in Seminole County, Florida; and
WHEREAS, Lessee is the successful bidder and successor in
interest to the Resolution Trust Corporation, a party to the
proceeding described above; and
WHEREAS, Lessor and Lessee acknowledge that there has arisen
a dispute as to the ownership of the underlying fee title interest
to the real property described above; and
WHEREAS, Lessor and Lessee agree to resolve the dispute by
acknowledging Lessor as the fee simple owner of the real property
and Lessee as the owner of the improvements thereon; and
WHEREAS, the parties agree that Lessor shall lease the real
property to Lessee, Lessor and Lessee shall stipulate to the
dismissal of Lessee's claim against the Lessor in Case Number 89-
3831- CA -14 -B with prejudice, and the parties shall each execute
full and unconditional releases of claims; and
WHEREAS, the parties desire to reduce the terms and conditions
of their agreement to writing.
NOW, THEREFORE, for and in consideration of the mutual
covenants herein contained and in consideration of the payments and
undertakings herein mentioned and for other good and valuable
considerations, the parties do hereby agree as follows:
1. Upon the terms and conditions hereinafter set forth and
in consideration of the payment from time to time of the rentals
herein provided, Lessor does hereby lease and let unto Lessee and
Lessee hereby does lease from Lessor that certain real property
lying and being situated at 530 N. Palmetto Avenue, Sanford,
Seminole County, Florida, and more particularly described as
follows:
Sanford Riverfront Project Lots 2 and 3, as
recorded in Plat Book 14, Page 88, Public
Records of Seminole County, Florida
2. This Lease shall commence on May 1, 1995 and terminate on
April 30, 2070.
3. The Lessee hereby covenants and agrees to pay to Lessor
as rent for years 1 -10 the amount of $20,000, commencing May 1,
1995. For years 11 -75, the amount paid for rent will be adjusted
by the same percent increase or decrease as the land valuation as
determined by the Seminole County Tax Assessor every ten years,
subject to certain minimum and maximum amounts. The year prior to
- -2 --
a scheduled adjustment shall be used to determine land valuation.
The maximum rental rates for years 11 -75 are as follows:
Years
11 -20
25,000
Years
21 -30
30,000
Years
31 -40
35,000
Years
41 -50
40,000
Years
51 -60
50,000
Years
61 -70
60,000
Years
71 -75
70,000
The rent shall be adjusted on May 1st of each 10 year period in
years 11, 21, 31, 41, 51, 61 and 71 and shall remain constant
through the following ten years or until Lease termination. The
rent shall be payable in equal monthly installments. The initial
land value of the total property value to be utilized in these
calculations for every rental adjustment shall be the final
certified valuation for the year 1995, as determined by the
Seminole County Property Appraiser (currently estimated to be
$537,200).
Rent may be reduced from rental period to rental period based
upon a reduction in the final certified land valuation, but in no
event shall rent decrease below $20,000 annually. For example, if
the final certified land valuation in year 2004 is $617,780, the
annual rental from May 1, 2005 through April 30, 2015 shall be
$23,000. ([617,780 _ 537,200] x 20,000 = 23,000) Thereafter, if
the final certified land valuation in year 2024 is $510,340, the
annual rental from May 1, 2025 through April 30, 2035 shall be
$20,000. ([510,340 _ 537,200] x 20,000 = 19,000, so $20,000
minimum applies) Thereafter, if the final certified land valuation
in year 2034 is $1,101,260, the annual rental from May 1, 2035
through April 30, 2045 shall be $40,000. ([1,101,360 _ 537,200] x
20,000 = 41,000, so $40,000 maximum applies) Lessor shall provide
- -3 --
Lessee with copies of all tax notices on a timely basis. Lessee
shall have the right but not the obligation to contest any tax
valuation or assessment.
4. Upon termination of this Lease in 2070, all improvements
located upon the leased property shall remain the property of the
Lessee. The Lessor shall have the option to purchase the
permanently affixed improvements at their then fair market value as
determined by 2 certified property appraisers, one selected and
paid for by the Lessor and one selected and paid for by the Lessee.
If these two property appraisers produce appraisals which do not
differ by more than 108, then Lessor shall pay Lessee the average
of the two appraisals. If these two property appraisers produce
appraisals which differ by more than 108, those two shall mutually
select a third certified property appraiser who shall value the
permanently affixed improvements. If the third appraisers'
valuation is equal to or between the valuation of the other two
appraisers, that valuation shall be accepted by the Lessor and
Lessee. If the third appraisers' valuation exceeds the other two,
the second highest valuation shall be accepted by the Lessor and
Lessee. If the third appraisers' valuation is lower than the other
two, the second lowest valuation shall be accepted by the Lessor
and Lessee. Lessee and Lessor shall share equally in the payment
of the third appraisers' fee. If the Lessor does not chose to
exercise its option to purchase the improvements, the Lessor has
the right to offer the land, on which the improvements are located,
to the Lessee for the Lessee's purchase. If the Lessor elects to
offer the property to the Lessee, the Lessee does hereby covenant
that the Lessee will buy the property at its fair market value.
- -4 --
The valuation of the real property shall be the same as the method
set forth above for the sale of the improvements. The terms for
the sale or purchase of the permanently fixed improvements or real
property shall be for cash, due and payable at closing with closing
costs and procedures to be consistent with industry custom at the
time of the sale or purchase. If the parties are unable to agree
on industry custom, they shall, in good faith, attempt to mediate
a resolution. If the Lessor does not elect to offer the real
property for sale, and does not choose to buy the improvements,
then this Lease term will be automatically extended for an
additional installment of 10 years. If this extension is utilized,
rent shall increase or decrease as provided for during ten year
intervals described paragraph 3, above. These automatic extensions
shall continue until the real property or improvements are sold or
purchased by Lessor or Lessee under this paragraph. In case of an
extension of the Lease, the rent shall be adjusted in accordance
with the rent table in paragraph 3 of this Lease, in a linear
extrapolation.
5. Lessee, in addition to the rentals .required herein,
agrees to timely pay the annual ad valorem and any other taxes
whether existing on the inception date of this Lease or accruing
during the term of this Lease and any extensions or renewals
thereof assessed and levied by any taxing authority on all building
improvements on the leased property and on the leased property.
6. Lessee shall further provide public liability and
property damage insurance naming Lessor as co- insured in a company
or companies licensed in Florida in the amount of ONE MILLION AND
N01100 ($1,000,000.00) DOLLARS.
- -5 --
1^*,
7. Lessee shall be solely responsible for all operations,
maintenance and repairs concerning all facilities constructed upon
the leased property, and Lessor shall have no responsibility for
same.
8. The Lessee shall promptly execute and comply with all
statutes, ordinances, rules, orders, regulations and requirements
of the Federal, State, County and City Government and of any and
all their Departments and Bureaus applicable to said leased
property, for the correction, prevention, and abatement of
nuisances or other grievances, in, upon, or connected with said
leased property during said term; and shall also promptly comply
with and execute all rules, orders and regulations of the
applicable fire prevention codes for the prevention of fires, at
Lessees own cost and expense.
9. The Lessee may not assign this lease without the written
consent of the Lessor, said consent shall not be unreasonably
withheld. Lessee may sublease any portion of the property without
the written consent of the Lessor.
10. Lessee shall be liable for any environmental
contamination that results from its occupancy or subleasing of the
property. Lessor shall not be responsible for any environmental
contamination caused by prior Lessees of the real property. Lessor
shall be responsible for environmental contamination resulting from
the creation of the landfill, and from water borne contamination
along the shoreline.
11. Lessee covenants that it will not compete, nor permit its
tenants, sublessees, assigns, or employees to compete with existing
businesses located on the Sanford Riverfront Project owned by the
- -6 --
r^* 1_"N
City of Sanford, however, any existing use or business lawfully
existing on the date of execution of this Lease shall be allowed to
continue. This paragraph shall be deleted from this Lease as soon
as the similar non - compete clause can be deleted from the other
City leases on the Sanford Riverfront Project.
12. Lessor will not subordinate its fee simple ownership of
the real property but agrees that Lessee may from time to time
finance or refinance the operation of its business by placing a
lien on the improvements located thereon. Lessor shall upon
request of Lessee facilitate said financing or refinancing by
executing such documents as are reasonably necessary, provided
Lessor's ownership interest is not subordinated.
13. Lessor and Lessee shall stipulate to the dismissal by
Plaintiff, with prejudice, of its suit against the Defendant, City
of Sanford, and Defendant, City of Sanford, will withdraw all of
the City of Sanford's affirmative defenses with prejudice in Case
No. 89- 3831- CA -14 -B. Plaintiff and the City of Sanford will
execute a consent to the entry of an amended Final Judgment Against
General Innkeeping Acceptance Corporation and Seminole Isle
Properties, in the form attached hereto as Exhibit "A" so that a
public sale can be conducted and all other interests in the
property foreclosure, all in accordance with that certain
stipulation of settlement between Plaintiff and Defendant, City of
Sanford, filed in the above referenced case. Lessor and Lessee
shall each execute full and unconditional releases relating to said
action concurrent with the execution of this Lease. A copy of the
releases are attached as Exhibit "B ".
14. Lessee shall retain the right and responsibility, at its
- -7 --
sole cost and expense, to maintain or remove the boat slips on the
Southerly portion of the leased property.
15. Lessor will, consistent with its Land Development Code
and ordinances, cooperate to improve directional signs to the
Sanford Riverfront Project.
16. Subject to paragraph 18, below, upon default hereof by
Lessee, this Lease, at the option of Lessor, shall terminate, in
which event all facilities and permanently affixed equipment shall
inure to and become the property of Lessor. In addition thereto,
Lessor shall have all other rights and remedies afforded to it
under the laws of the State of Florida, including, but not limited
to, the right to apply to a Court of competent jurisdiction for the
appointment of a receiver, and for all other remedies provided for
by law, and specifically including all set forth in Chapter 83 of
the Florida Statutes. The prompt payment of the rent for said
leased property upon the dates named, and the faithful observance
of the rules and regulations printed upon this Lease, and which are
hereby made a part of this covenant, are the conditions upon which
the Leasa is made and accepted and any failure on the part of the
Lessee to comply with the terms of said Lease, or any of said rules
and regulations shall, at the option of the Lessor, work a
forfeiture of this contract, and all of the rights of the Lessee
hereunder.
17. Subject to paragraph 18, below, if the Lessee shall
become insolvent, or if bankruptcy proceedings shall be begun by or
against the Lessee before the end of said term, the Lessor is
hereby irrevocably authorized, at its option, to forthwith cancel
this Lease, as for a default. Lessor may elect to accept rent from
INIM
such receiver, trustee, or other judicial officer during the term
of their occupancy in their fiduciary capacity without affecting
Lessor's rights as contained in this Lease, but no receiver,
trustee, or other judicial officer shall ever have any right, title
or interest in or to the above described leased property by virtue
of this Lease.
18. That in the event of any default under this Lease, Lessor
will not terminate the Lease or take any action to enforce any
claim with respect thereto without giving to Lessee and Lessee's
Lender, if any, at least thirty (30) days' prior written notice for
nonpayment of rent, and sixty (60) days prior written notice for
other default, and the right but not the obligation to cure such
default within said period. In the event that a non - monetary
default is noticed by Lessor to Lessee, and said default cannot
reasonably be cured within sixty (60) days, due to an act of God,
military or usurped power, sabotage, governmental regulations or
control, inability to obtain any material, service or financing
through acts of God or other causes beyond the control of Lessee,
then Lessee shall have a reasonable time to cure the default.
19. So long as the Lessee pays the rent required by this
lease, and faithfully performs and observes all of the covenants
and provisions hereof upon its part to be performed, Lessee shall
have peaceable and quiet enjoyment and possession of the leased
property, without any let or hindrance from the Lessor or of any
persons or entities lawfully claiming through the Lessor.
20. Lessee may erect signage on Sanford Riverfront Project
Lot 3 similar to existing signage on the leased property, subject
to all applicable statutes, ordinances, rules, orders, regulations
10601�
19
and requirements existing on the date Lessee makes application.
21. Lessee shall have the right to improve and remove
improvements on the leased property subject to all applicable
statutes, ordinances, rules, orders, regulations and requirements
existing on the date Lessee makes application.
22. All duties and obligations under this Lease, and all
attempts to enforce rights under this Lease shall be governed by
reasonable commercial standards of good faith.
23. The parties agree to execute a Memorandum of Lease
setting forth the legal description, term, and parties to this
Lease to be recorded in the Public Records of Seminole County,
Florida.
IN WITNESS WHEREOF, the parties have hereunto set their hands
and seals to this Lease on the day and year first written above.
Signed, sealed and delivered
in the presence of:
R tnes, /
Witness
aU a ,
Witijess
CITY OF SANFORD, FLORIDA
B y :
TERRA MARKETIN INC.
By::.P J
- -lo --
RESOLUTION TRUST CORPORATION,
as Receiver for Groat southern
Federal Savings and Loan
Association, a federally
chartered mutual association,
successor to Great Southern
Federal savings Bank by virtue
of an acquisition agreement
entered into pursuant to
Federal Home Loan Bank Board
Resolution No. 89 -1591 dated
June 21, 1989,
Plaintiff,
V .
SEMINOLE ISLE PROPERTIES, a
Florida general partnership;
JOHN W. SCHOETTELKOTTE,
individually and as general
partner of Seminole Isle
Properties; EDWARD F. WELCH,
individually and as general
partner of Seminole Isle
Properties; CITY OF SANFORD,
FLORIDA, a municipal corporation;
and GENERAL INNKEEPING ACCEPTANCE
CORPORATION, a corporation,
Defendants.
0
I . -, y �
IN THE CIRCUIT COURT EIGHTEENTH
JUDICIAL CIRCUIT, SZMxNO
COUNTY, FLORIDA
Case No. 89- 3831 -CA -148
AMENDED FINAL JIIDC)MNT OF FORECLOSURE AGAINST
DEFENDANTS GENERAL INNKEEPING ACCEPTANCE
&Q 0 8TI9�i_IIND SEMINOL, - -I-SLE PROPERTIES
Upon consideration of plaintiff Resolution Trust corporation
and defendant Ccneral Innkeeping Acceptance Corporation's ("GIAC^)
Stipulation for Voluntary Dismissal of Counterclaim and Withdrawal
of Affirmative Defenses dated March 31, 1995 and pursuant to the
Stipulation of Settlement between Plaintiff and Defendant, City of
Sanford served on April 24, 1995, and the court having considered
the pleadings and affidavits in the Court file and being otherwise
fully advised, it is upon consideration
1. This Court has jurisdiction of the parties in this cause
and its subject matter; the allegations contained in the Amended
Complaint and Amendment to Complaint referring to GIAC have been
proven by competent evidence; the equities in this case are with
the plaintiff; there is no genuine issue of material fact; and
plaintiff is entitled to judgment as a matter of lava.
2. Plaintiff holds a lien superior to any claim, lien,
interest or estate held by defendants Seminole Isle Properties and
GIAC, or to anyone claiming by, through, under or against those
defendants in this case after the filing of the Notice of Lis
Pondens in this action upon the property in Seminole County,
Florida (the "Property "), which is more particularly described in
the attached Exhibit A.
3. Defendant'GIAC subordinated its interest in the Property
to the lien and effect of plaintiff's mortgage and security
agreement and any and all rights or claims of GIAC in this action
are subordinate and inferior to the lien and effect of plaintiff's
mortgage.
2
r*,
!. All other defenses raised by GIAC are insufficient as a
matter of law.
5. Plaintiff was awarded a Final Judgment of Foreclosure
against defendants Seminole Isle Properties, John W. Schoettelkotte
and Edward F. Welch on April 20, 1993 in the amount of
$3,100,829.57 (the "Judgment Amount") with interest accruing since
that time at the statutory rate.
6. If the Judgment Amount, with interest accruing since
April 20, 1993 at the rate prescribed by law, plaintiff's costs and
attorneys' fees and all costs of this action accruing subsequent to
this judgment are not paid immediately, the Clerk of this Court
shall sell the Property at public sale on ,
1995, at 11:00 a.m., to the highest bidder for cash, at the west
front door of the Seminole County courthouse, 301 N. Park Avenue,
Sanford, Florida, in accordance with Section 45.031, Florida
Statutes.
7. The Clerk shall not conduct the sale unless plaintiff or
its representative is present to bid at the sale. Furthermore,
plaintiff may cancel the sale on notice to the Clerk and without
order of the Court.
S. Plaintiff shall advance all subsequent costs of this
action and shall be reimbursed for them by the Clerk if plaintiff
is not the purchaser of the Property at the sale. If plaintiff is
the purchaser, the Clerk shall credit plaintiff's bid for the
Judgment Amount and with interest and costs accruing subsequent to
3
100%, 1 004.,
this judgment, or such part of it as is necessary to pay the bid in
'full.
9. on filing the Certificate of Title, the Clerk shall
distribute the proceeds of the sale, so far as they are sufficient,
by paying: first, all of plaintiff's costs; second, documentary
stamps affixed to the certificate of title; third, plaintiff's
attorneys' fees; fourth, the Judgment Amount due to plaintiff less
the items paid plus interest at the rate prescribed by law from
April 20, 1993 to the date of the sale; and by retaining any amount
remaining pending further order of this Court.
10. on filing the Certificate of Title, defendants Seminole
Isle Properties, John W. Schoettelkotte, Edward r. 'Welch and GIAC
and all persons claiming under or against them since the filing of
the Notice of Lis Pendens shall be foreclosed of all estate right,
title, interest or claim in the Property and the purchaser at the
sale shall be let into possession of the Property.
11. Plaintiff may assign this judgment without further order
from this court.
12. If plaintiff is the successful bidder at the public sale,
it nay assign its bid without further order from this Court.
13_ After confirmation of the sale, the Clerk is authorized
and directed, after receiving a written request from the plaintiff,
to deliver the original (a) Promissory Note and (b) Mortgage to the
plaintiff and the copies attached to the Amended complaint and
4
Anondment to Complaint or other copies to be furnished by the
plaintiff shall be substituted.
la. Jurisdiction of this action is also retained to enter
further orders as are necessary or proper including, without
limitation, grits of possession, deficiencies, the awarding of
plaintiff's attorneys' fees, costs and distribution of any funds
placed in the registry of the Court from the proceeds of the sale
and the discharge of the Receiver and his surety.
DONE AND ORDERED in Chambers, at Sanford, Seminole County,
Florida, this day of May, 1995.
Seymour Benson
Circuit Court Judge
Copies furnished to:
Douglas D. Churn, Esq.
Stephen H. COOVer, Esq.
Catherine D. Reischmann, Esq.
William H. Robbinson, 7r., Esq.
IOW4
5
EXHIBIT "B"
GENERAL RELEASE
KNOW ALL MEN BY THESE PRESENTS, that TERRA MARKETING, INC., an
Arizona corporation, for and in consideration of the sum of Ten
Dollars ($10.00) lawful money of the United States of America, to
it in hand paid by the CITY OF SANFORD, FLORIDA, a municipal
corporation, has remised, released, and forever discharged, and by
these presents does, for its officers, directors and shareholders,
remise, release, acquit, satisfy and forever discharge the said
CITY OF SANFORD, FLORIDA, of and from all, and all manner of action
and actions, cause and causes of action, suits, debts, dues, sums
of money, accounts, reckonings, bonds, bills, specialties,
covenants, contracts, controversies, agreements, promises,
variances, trespasses, damages, judgments, executions, claims and
demands whatsoever, in law, or in equity, which against the CITY OF
SANFORD, FLORIDA it ever had, now has or hereafter can, shall or
may have, for, upon or by reason of any matter, cause, or thing
whatsoever, from the beginning of the world to the day of the date
of these presents, save and except those matters set forth in the
Lease between the parties dated May J_, 1995.
IN WITNESS WHEREOF, an officer of TERRA MARKETING, INC. has
hereunto set his hand and seal the S day of May, 1995.
Signed, Sealed and Delivered in presence of:
TERRA MARKETING, INC.
�k l ? CCkA P�C(�dQ BY:
Title:
(Corporate Seal)
EXHIBIT "B"
bR'd
. • ems. �
STATE OF Arizom0.,
COUNTY OF rA4x i CG?0.
I HEREBY CERTIFY that on this day before me, an officer duly
qualified to take acknowledgements, personally appeared
6everly_WRI+h of TERRA MARKETING, INC., to
me known to be the person described in and who executed the
foregoing General Release, and has acknowledged before me the
execution of the same for the purposes therein expressed, who is
personally known to me and who did not take an oath.
WITNESS my hand and official seal at CNOCh'x said
County and State aforesaid, this 6+h day of May, 1995.
Q UIjUt2A V CAU VA,A.
Notary Pub�State of
My Commission Expires:
y OFFICIAL SEAL 6
REBECCA S. PALACIO
Notary Publlc • State o! Arizona +f
D MARICOPA COUNTY
I g My Comm. Expires June 29,1997
YNNNNNNNNNNN.MNNNNNNN�
2
Cq'A
I
,",
EXHIBIT "B"
GENERAL RELEASE
KNOW ALL MEN BY THESE PRESENTS, that the CITY OF SANFORD,
FLORIDA, a municipal corporation, for and in consideration of the
sum of Ten Dollars ($10.00) lawful money of the United States of
America, to it in hand paid by TERRA MARKETING, INC. an Arizona
corporation, has remised, released, and forever discharged, and by
these presents does, remise, release, acquit, satisfy and forever
discharge the said TERRA MARKETING, INC., their officers, directors
and shareholders, of and from all, and all manner of action and
actions, cause and causes of action, suits, debts, dues, sums of
money, accounts, reckonings, bonds, bills, specialties, covenants,
contracts, controversies, agreements, promises, variances,
trespasses, damages, judgments, executions, claims and demands
whatsoever, in law, or in equity, which against TERRA MARKETING,
INC. it ever had, now has or hereafter can, shall or may have, for,
upon or by reason of any matter, cause, or thing whatsoever, from
the beginning of the world to the day of the date of these
presents, save and except those matters set forth in the Lease
between the parties dated May , 1995.
IN WITNESS WHEREOF, they have hereunto set their hand and seal
the `/ day of May, 1995.
Signed, Sealed and Delivered in presence of:
City of Sanford, Florida
O / �•� � :
BY
BETT E EV. SMITH, its Mayor
(Corporate Seal)
EXHIBIT "B"
7_9'd
STATE OF FLORIDA
COUNTY OF SEMINOLE
I HEREBY CERTIFY that on this day before me, an officer duly
qualified to take acknowledgements, personally appeared BETTYE D.
SMITH, Mayor of the City of Sanford, to me known to be the person
described in and who executed the foregoing General Release, and
has acknowledged before me the execution of the same for the
purposes therein expressed, who is personally known to me and who
did not take an oath.
WITNESS my hand and official seal at Sanford, said County and
State aforesaid, this 11 day of May, 1995.
C "�CCJQ..)
Notary Public -State of Florida
My Commission Expires:
2
20 'd