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050185-Special Meeting (2)03O MINUTES City Commission, Sanford, Florida lqay I at 4: 45 P. Iq. 19 85 The City Commission of the City of Sanford, Florida, met in Special Meeting in the City Manager's Conference Room in the City Hall in the City of Sanford, Florida, at 4:4'5 o'clock P. M. on May 1, 1985. Present: Mayor-Commissioner Bettye D. Smith Commissioner John Y. Mercer Commissioner Milton E. Smith Commissioner David T. Farr Commissioner Bob Thomas City Attorney William L. Colbert City Manager Frank A. Faison Deputy City Clerk Rosa M. Rotundo Absent: City Clerk H. N. Tamm, Jr. The meeting was called to order by the Chairman, who announced the purpose of the meeting was to consider the adoption of a resolution to authorize the Mayor and Deputy City Clerk to execute a subordination agreement for Monroe Motels, Inc. William C. Hutchison, Jr., Attorney representing Monroe Motels, Inc., appeared to support the agreement. The City Attorney reported the resolution and Subordination of Lease to Mortgage are in proper form. On motion of Commission Farr, seconded by Commissioner Mercer and carried, Resolution No. 1406 was adopted. Said resolution being in words and figures as follows: RESOLUTION NO. 1406 A RESOLUTION OF THE CITY OF SANFORD, FLORIDA, AUTHORIZING THE SUBORDINATION OF ITS LEASE DATED APRIL 14, 1967, AS AMENDED, TO A MORTGAGE TO BE HELD BY GREAT SOUTHERN FEDERAL SAVINGS AND LOAN ASSOCIATION. WHEREAS, the City of Sanford, Florida, as lessor, entered into a lease with Monroe Motels, Inc., dated April 14, 1967, as amended for the purpose of constructing a motel, having a Holiday Inn franchise; and WHEREAS, said lease provided for the City of Sanford, Florida, to subordinate its interest for money utilized for motel construction; and WHEREAS, by modification of lease agreement dated December 13, 1982, the City of Sanford, Florida, agreed to subordinate its interest to improvements to the property in the event refinancing occurred, provided such refinancing was spent on permanent improvements to structures, expansion or capital outlay for furnishings, fixtures and equipment necessary for the operation and maintenance of the premises and provided such construction be according to the plans and specifications as approved by the City of Sanford, Florida; and WHEREAS, expansion has occurred according to plans and specifications approved by the City of Sanford, Florida, and MINUTES City Commission, Sanford, Florida May i at 4:45 P. M. 1985 Seminole Isle Properties, a Florida general partnership, has represented to the City of Sanford, Florida, that it has spent the sum of $954,500.00 upon permanent improvements to structures ~as provided for in the modification of lease as described above; ~and WHEREAS, Seminole Isle Properties has requested the City of Sanford, Florida, to execute a subordination of lease to mortgage (copy attached hereto as Exhibit "A" and incorporated herein by reference). NOW, THEREFORE, BE IT RESOLVED BY THE PEOPLE OF THE CITY OF SANFORD, FLORIDA: SECTION 1: The Mayor of the City of Sanford, Florida, is authorized and directed to execute on behalf of the City of Sanford, Florida, a subordination of lease to mortgage in a form in substantial compliance with Exhibit "A" referred to above. .Deputy SECTION 2: The /City Clerk of the City of Sanford, Florida, is authorized and directed to attest to the document and place the City's seal thereon. SECTION 3: The City of Sanford, Florida, represents, declares and warrants that this approval is in compliance with the provisions of City Charter of the City of Sanford, Florida, the laws of the State of Florida, and the provisions of the lease dated April 14, 1967. PASSED AND ADOPTED this 1st day of May, A. D. 1985. MAYOR'- ATTEST: Ci of ~ Commission of the ord, Florida. 032 MINUTES City Commission, Sanford, Florida Hay SUBORDINATION OF LEASE TO MORIGAGE WHEREAS, the City of Sanford, Florida, as Lessor, entered into a lease with FDnroe ~tels, Inc., as Lessee, dated April 14, 1967, as amended, said lease being recorded in Official Records Book 611, Page 554, Public R~cords of Soninole County, Florida, leasing unto Lessee the following described property to wit: Lot 2, Sanford Riverfront Project, according to plat thereof recorded in plat book 14, page 88, Public Records of Seminole County, Florida; for the purposes of constructing thereon a motel having a Holiday Inn fran- chise; said lease in addition gave unto Lessee the option to lease the follow- ing additional property, to wit: Lot 3, Sanford Riverfront Project, according to plat thereof recorded in plat book 14, page 88, Public Records of Seminole County, Florida; WHEREAS, the interest of said Lessee have been transferred and assigned unto S~inole Isle Properties, a Florida general partnership and the option on said Lot 3, as above described, exercised by said Seminole Isle Properties; and WHEREAS, the City of Sanford, Florida, as Lessor heretofore has subor- dinated its interest in the property covered by said lease agreement to a mortgage lien held by Great Southern Federal Savings and Loan Association in the sum of One Million Six Hundred Thousand Thirty Dollars ($1,630,000.00), said subordination and said mortgage relating only to Lot 2 of Sanford Riverfront Project, as above described; and ~.~]SREAS, Seminole Isle Properties, as Lessee and Great Southern Federal Savings and Loan Association have represented unto City of Sanford, Florida, as Lessor that there has been an additional expenditure of funds in the fonr~ of structural capital improvements and other additions of equipment and improvements required by Holiday Inns of America, Inc. to both Lots 2 and 3 as above described in sums in exoess of Nine Hundred Fifty Four Thousand Five Hundred Dollars ($954,500.00), a pol~cion of which have heretofore been funded by North Carolina National Bank with the interest of Lessor subordinated thereto; and WltEREAS, the City of Sanford, Florida, as Lessor has been requested to subordinate its interest in said Lots 2 and 3 of Sanford Riverfront Project, accordLng to plat thereof recorded in plat book 14, page 88, Public P~=cords of S~minole County, Florida to an additional loan made by Great Southern Federal Savings and Loan Association to Seminole Isle Properties in the sum of Nine Hundred Fifty F°ur Thousand Five Hurdred Dollars ($954,500.00), said loan being for tlle purposes of paying off interim construction loans to North Carolina National Bank and for the payment of the other sums advanced for improveraents, as aforesaid; MINUTES City CommiSsion, Sanford, Florida 033 ~'4ay i at 4:45 P. M. NOW ~.w., in consideration of the sum of Ten Dollars ($10.00) and other good and valuable consideration, as well as the representations con- rained herein and in consideration of the continued operation of said property by S~nino]e Isle Properties and as an ir~ucement to Great Southern Federal Savings and Loan Association in making the said additional loan to Sez~inole Isle Properties in the sum of Nine Hundred Fifty Four Thousand Five Hundred Dollars ($954,500.00), the City of Sanford, Florida, does hereby agree that all its right, title and interest in and to the above described property, as owner and as Lessor, as aforesaid, shall be and is hereby made inferior and subordirmte to a mortgage lien to Great Southern Federal Savings and Loan Association against the above described property and recorded in Official Records Book __, Page __, Public Records of of S~ninole County, Florida together with a security agreement covering furniture and fixtures of even date therewith, the said obligations executed by Seminole Isle Properties and given to secure a prc~is~ note in the sum of Nine Hundred Fifty Four Thousand Five Hundred Dollars ($954,500.00). The said City of Sanford, Florida acknowledges that this subordination a~nt fully subordinates any and all interest to the City of Sanford in and to the rights and claims of Great Southern Federal Savings and ~an AsSociation, its successors or assigns as a result of the aforesaid mortgage lien and security l~en. This subordina- tion is conditioned upon the following representations of Seminole Isle Properties and Great Southern Federal Savings and Loan Association: 1. Great Southern Federal Savings and Loan Association by accep- tance of this subordination, agrees that it will give the City of Sanford written notice of any default under said note and mortgage, and the City may cure such default and thereafter perform under said note and mortgage as written without acceleration. Said mortgagee does further covenant and agree that notwithstanding other provisions of the note and mortgage the City of Sanford shall have thirty (30) days after written notice in which to cure such defaults before acceleration can occur. 2. That all of the aforesaid sum of Nine Hundred Fifty Four Thou- sand FiVe Hundred Dollars ($954,500.00) has been applied to improvements upon the land described in said mortgage l'ien as defined heretofore in documents between City of Sanford, Florida and Seminole Isle Properties, inc.. This subordination shall not be effective as to any of the aforesaid sums which by inadvertence or otherwise shall not have been spent or applied as improvements to these structures located on the said above described property or as im- provements as required by the franchisor Holiday Inns of America, Inc.. The City of Sanford, Florida by execution hereof does hereby represent and warrant that this subordination has been approved and adopted by appropri- ate resolution in accordance with the provisions of the City of Charter of the 19 85 034 MINUTES City Commission, Sanford, Florida May ! at 4:45 P. M. 19 85 ATTEST: js City of Sanford, Florida and the execution hereof by the F~yor and attestation Deputy by the/City Clerk does conclusively evidence the binding act of the City. IN WITNESS WHEreOF th5 s subordination has been duly executed by the City De uty of Sanford, Florida through and by its Mayor and attested by its/~ty Clerk this 1st day of Mav , 1985. Witnesses: City of Sanford, Florida B~{tye ~. S~ith, May_or Rosa M. Rotundo, DeDuty City Clerk There being no further business, the meeting was adjourned.