HomeMy WebLinkAboutL 90 Parking Lease: John GiulianiPrepared by and return to:
Lonnie N. Groot, Esquire
Stenstrom, McIntosh, et al.
1001 Heathrow Park Lane
Suite 4001
Lake Mary, Florida 32746
Telephone 407-322-2171
Tax Parcel Identification Numbers: 25-19-30-5AG-0402-0010,
25-19-30-5AG-0402-0020, 25-19-30-5AG-0402-0030,
25-19-30-5AG-0402-0040, 25-19-30-5AG-0402-0050, and
25-19-30-5AG-0402-0060.
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LEASE RELATIVE TO PARKING AREA PROPERTIES
LEASE RELATIVE TO PARKING AREA PROPERTIES (the "Agreement") is
,m/ade an/d entered ilnto this day of June, 2017 (the "Effe/ctive Date"), by and between
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No.u,Aan.A Kiswani, Trustee, as to Lot 1, below; Neu•r-fjaa rA- Kiswani, Trustee, as to Lot
2, below; Valerie M. Smith, as to Lot 3, below; Valerie Smith, Joe E. King and John
Giuliani and Jerusalem Stone, Inc., as to Lot 4, below; Joe E. King, as to Lot 5, below; and
Valerie Smith, Joe E. King and John Giuliani and Ashdji Nouridjan, Trustee, as to Lot 6
and '/2+- of Lot 7, below, all of the above hereinafter collectively referred to as the
"LANDLORD", whose notice address is set forth below, and the CITY OF SANFORD, a
municipality of the State of Florida, whose address is 300 North Park Avenue, Sanford,
Florida 32771, hereinafter referred to as the "TENANT".
WI TNESS-ETH:
FOR AND IN CONSIDERATION of the sum of TEN AND NO/100 DOLLARS
($10.00) and other good and valuable consideration, the receipt and sufficiency of which
is hereby acknowledged, the LANDLORD does hereby lease to the TENANT and its
assigns, the following -described Premises situate in the County of Seminole, State of
Florida, to wit:
1�Fa Ie
I 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. The Premises are located in Seminole County, Florida and
described as:
Lots 1, 2, 3, 4, 5, 6, and North 15.79 feet of Lot 7 (1/2 +-), Block, 4 Tier 2,
plat of the TOWN OF SANFORD, as recorded at Plat Book 1, Page 58, of
the Public Records of Seminole County, Florida.
SECTION 2. TERM OF AGREEMENT. This Agreement shall be for a term commencing on
90 days after the Effective Date (the "Commencement Date") and shall terminate at the
completion of 60 rental months unless the parties approve a formal written extension or
terminate this lease in accordance with its terms. The TENANT shall have until 5:00 p.m.,
Local Time, Central Florida, 90 days after the Effective Date (which period of time shall be
referred to herein as the "Inspection Period") to cause one or more of the surveyors,
attorneys, engineers, auditors, architects and other experts of its choice, at the TENANT's
expense to: (a) inspect the Premises and documents related to the Premises, including,
without limitation, all title and survey information, as -built plans and specifications, soils
and environmental reports, zoning approvals or petitions or applications for zoning or
re -zoning approvals, building permits, leases, service contracts, easement agreements
and other agreements; and (b) appraise and otherwise do that which, in the opinion of the
TENANT, is necessary to determine the condition and value of the Premises for the uses
intended by the TENANT. In the event that the results of any of such inquiries,
inspections, analyses or reviews made or caused to be made by the TENANT, as
provided herein are unsatisfactory to the TENANT or the TENANT determines that the
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lease .or purchase of the Premises is not advisable for any reason whatsoever, or for no
reason, then in that event, the TENANT may terminate this Lease by written notice to the
LANDLORD on or before the expiration of the Inspection Period. Upon delivery of such
written notice of termination by the TENANT upon the LANDLORD, all other obligations of
the parties hereto shall cease and this Lease shall be void and without recourse to the
parties hereto. The failure of the TENANT to provide to the LANDLORD the written notice
of termination within the time provided herein shall be considered a waiver by the
TENANT of this contingency. During the first 30 days of the Inspection Period the
LANDLORD shall provide the TENANT with an environmental substances/hazardous
waste disclosure affidavit in a form approved by the City of Sanford City Attorney. The
affidavit shall provide that the LANDLORD has no knowledge as to the existence of
petroleum, asbestos, lead paint, fungi, including mold, or other microbial contamination,
hazardous substances or wastes, solid wastes, landfill gases, pollutants, contaminants,
underground or above ground storage tanks or any other environmental hazards on,
under or about the Premises.
SECTION 3. RENT. The TENANT shall pay to the LANDLORD during the term of this
Agreement, rent in the sum of $1,300.00 per month which shall be paid without demand
by the LANDLORD. The TENANT shall pay to LANDLORD any Florida State Sales Tax
and any and all other taxes which may be assessed relative to the Premises if any are so
assessed. Payment of rent shall be due on the day of each month on which falls the
Commencement Date. A late fee of 10% shall be due to the LANDLORD if rent is not paid
by the tenth day after the day of a month on which rent is due. At its option the TENANT
may pay the LANDLORD the annual sum of $15,600.00, less a discount of 5%, in lieu of
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making monthly payments, which discount shall be applicable only if paid on or before the
same day and month of the rent year as is the Effective Date of this Agreement. The rent
payments shall made in the name of "John Giuliani," or assignee, who has the
responsibility and duty to disburse the rent paid to appropriate parties without any
recourse by any party hereto against the TENANT for failure to so disburse.
SECTION 4. USE. The TENANT may use and occupy the Premises for a surface parking
lot, patching, stripping, lighting, signage etc. as the TENANT may determine to be
necessary and desirable make the area safe and usable as a parking lot as well as use in
the context of, or as part of, City of Sanford sponsored events and approved special
events, inclusive of the use of all improvements necessary to accommodate the safe
public use of the leased Premises. The TENANT may also take actions relating to the
design of a parking structure which could be constructed on the Premises. The TENANT
shall not use the Premises in a disreputable, hazardous or unlawful manner, or in any
manner that would constitute a public or private nuisance. The TENANT shall return the
Premises to the LANDLORD in as good, or better, condition as was in place at the
inception of occupancy by the TENANT. The LANDLORD shall cause photographs to be
procured which shall provide indisputable evidence as to the condition of the Premises at
the inception of occupancy by the TENANT.
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 all other obligations and expenses
41 Page
arising directly or indirectly from such violation subject to the limitations set forth in State
law. The parties hereto understand that the Premises are intended to be used for public
parking which may unintentionally result in the spilling of motor vehicle fluids such as fuel,
transmission fluid, battery contents or other substances of a like nature beyond the
control of the TENANT.
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 and, without limiting the generality of the foregoing, the
LANDLORD, its' employees, agents, and assigns shall not interfere with the TENANT's
quiet use and enjoyment of the Premises.
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, inclusive of all TENANT improvements, 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, to the extent and limits set forth under
controlling Florida law, defend and save the LANDLORD harmless from and against all
claims, demands, obligations, liabilities, penalties, fines, charges, costs and expenses
51Pacre
including, but not limited to, attorney's fees, costs and expenses for the defense thereof,
arising from the TENANT's negligent activities thereon.
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 30 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. The LANDLORD
may take immediate possession and control of the Premises in this event. In the event
that the LANDLORD elects to terminate this Agreement, then, upon the expiration of the
aforesaid 30 -day notice period and the cure period set forth herein, the TENANT shall
remain liable for damages to the maximum extent provided herein. The TENANT shall
have the sole absolute right for any reason to terminate this Agreement at any time during
any 1 year term, including the initial term, by delivering written notice to the LANDLORD,
given not less than 30 days prior to the date of termination.
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 PREMISES. All personal Premises 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 Premises occurring on the Premises or related to the
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TENANT's use thereof without limitation.
SECTION 14. ALTERATIONS. The TENANT's alterations to the Premises 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 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
30 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.
The LANDLORD shall cause any lien upon the Premises to be subordinate to the
TENANT's rights and privileges as set forth in this Agreement.
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
I
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.
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 3 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:
As to the TENANT:
John Giuliani
559 Highland Street
Altamonte Springs, Florida 32701
As to the LANDLORD:
City Manager
City of Sanford
City Hall
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.
81Pag
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 LAW/VENUE. 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
91 Da g e
restrictions, warranties, 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; provided, however, that all of the TENANT's rights and privileged remain as set
forth herein.
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 2$. 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
10age
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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 be recorded in the Land Records of
Seminole County and shall be a public record of the City of Sanford under controlling law.
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.
SIGNATURE BLOCKS FOLLOW:
Signed, Sealed and Delivered
In the Presence of Witnesses:
By:
Wt re
Printed name:
By-
WIffiess Number 2 Sr ,(6ture
Printed Name: ,/,.,
STATE OF FLORIDA
COUNTY OF SEMINOLE
NOURIFJAN A. KISWANI, TRUSTEE,
AS TO LOTS 1 AND 2:
By:
ACKNOWLEDGEMENT
I HEREBY CERTIFY that on this day, before me, an officer duly authorized to
administer oaths and take acknowledgments, personally appeared Nourifjan A. Kiswani
and he acknowledged executing the same in the presence of two subscribing witnesses
freely and voluntarily and he i§_-.personal)II known -)to me or provided
as identification.
WITNESS my hand and official seal in the County and State last aforesaid this
day of 2017.
Notary Public; St to of F10id6
>"!,
My Commission Ex ', s:
(Affix Notary Seal
ADDITIONAL SIGNATURE BLOCKS FOL
121 Page
TINALYNNMURPHY
Commission # FF 189635
My Commission Ex nes
January 13, 29 1
1)0 —
Signed, Sealed and Delivered
In the Presence of Witnesses:
By:Wit ess Number 1 Signature name: 14vlias
By:
Witness Numbef, signature
Printed Name:'-/�'AJ/f"� ✓
STATE OF FLORIDA
COUNTY OF SEMINOLE
VALE 1E M. SMITH, AS TO LOT 3:
"14
B
Val6fle M. Smith
ACKNOWLEDGEMENT
I HEREBY CERTIFY that on this day, before me, an officer duly authorized to
administer oaths and take acknowledgments, personally appeared Valerie M. Smith and
she acknowledged executing the same in the presence of two subscribing witnesses
freely and voluntarily and she is (j5�ersonalIyk`nownj' to me or provided
I -------------------------
as identification.
WITNESS my hand and official seal in the County and State last aforesaid this/ -4&-
day of 1.
�Wk2017.
13 1 P a g e
Noiairy Public; State of F fd–a
My Commission Exp' es.:O'�'
(Affix Notary Seal)
ADDITIONAL SIGNATURE BLOCKS FOLLOW:
-i—tNA LYNN MURPHY
commission # FF 189635
My commission Expires
January 13, 2019
Signed, Sealed and Delivered
In the Presence of Witnesses:
By:
WjtR6s's Number 1 Signature
Printed name: Z,'ul)'aot
By:
Witness Number 2 Sig,liature
Printed Name"--�
VALERIE M. SMITH, JOE E. KING,
JOHN GIULIANI AND JERUSALEM
STONE, INC., AS TO LOT 4:
By:
Val
By
Joe King
By:
Jot
Nouridjan Ashdji A/K/A Nouridjan Ashdji
Kiswani Revocable Living Trust
Agreement Dated February 13, 2009, As
Amended. I
By:.�1�-'�J\ I
David T.
-Kis�vari) k�7 V
Secretary, Jerusalem Stone, Inc.
ACKNOWLEDGEMENT
STATE OF FLORIDA
COUNTY OF SEMINOLE
I HEREBY CERTIFY that on this day, before me, an officer duly authorized to
administer oaths and take acknowledgments, personally appeared Valerie Smith, Joe E.
King and John Giuliani and Ashdji Nouridjan, Trustee, and they acknowledged executing
the same in the presence of two subscribing witnesses freely and voluntarily and they
y
141 F1 a g e
are pefs-o-�ally to known2e or provided as identification.
I :)n
WITNESS my hand and official seal in the County and State last aforesaid thisA-11�
day of June, 2017.
15 1 P a g e
N'otary Public; State of PFlq
i6a
My Commission Expire
(Affix Notary Seal)
ADDITIONAL SIGNATURE BLOCKS FOL U TINA LYNN MURPHY
Commission # FF 189635
.!��_
My Commission Expires
January 13. 2019
Signed, Sealed and Delivered
In the Presence of Witnesses:
By:
VqAFr(50s-s Number 1 Signature
Printed name: j-ze,-)-ej
By:
Witness Number 2,81 ture
Printed Name:`,/TA4/i-
STATE OF FLORIDA
COUNTY OF SEMINOLE
JOE E. KING, AS TO LOT 5:
By:
Joe V—King
ACKNOWLEDGEMENT
I HEREBY CERTIFY that on this day, before me, an officer duly authorized to
administer oaths and take acknowledgments, personally appeared Joe E. King, and he
acknowledged executing the same in the presence of two subscribing witnesses freely
and voluntarily and he G-p&Conally kn6'w'--n')to me or provided
identification.
WITNESS my hand and official seal in the County and State last aforesaid this
day of June, 2017.
96-tary Public; State of Florid
My Commission Expires:
(Affix Notary Seal)
ADDITIONAL SIGNATURE BLOCKS
161 Page
as
TINA LYNN MURPHY
Commission # FF 189635
MY Commission Expires
January 13, 2019
M
Signed, Sealed and Delivered
In the Presence of Witnesses:
By:
Witffe's-s Number 1 Signature
Printed name:
By:
Witness Number 2argnature
Printed Name:'?—F&;a/, M�
STATE OF FLORIDA
COUNTY OF SEMINOLE
VALERIE SMITH, JOE E. KING, JOHN
GIULIANI and ASHDJ1 NOURIDJAN,
TRUSTEE, AS TO LOT 6 AND PART
OF LOT 7:
By:
Valerie Smith
By: 1�
Joe,King
By:
Jo iuliani
By
Ashdji Nouridjan, Trustee
ACKNOWLEDGEMENT
I HEREBY CERTIFY that on this day, before me, an officer duly authorized to
administer oaths and take acknowledgments, personally appeared Valerie Smith, Joe E.
King and John Giuliani and Ashdji Nouridjan, Trustee, and they acknowledged executing
the same in the presence of two subscribing witnesses freely and voluntarily and they
areersonally know ton or provided
as identification.
WITNESS my hand and official seal in the County and State last aforesaid this
day of June, 2017.
Notary Public; State of Flgjrd,-r
My Commission Expire
(Affix Notary Sea 1,
TINA LYNN MURPHY
Commission # FF 189635
ADDITIONAL SIGNATURE BLOCK FOLLO'� My Commission Expires
W January 13, 269
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TERMS AGREEWUPON BY CITY OF SANFORD
Attest:
CITVOF SANFORD:
Cynt1iia Porter
City Clerk
Approved as to form and legality.
-
City Attorney
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Ovpo —/—
ity of Sanford,Worida