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L 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. I HIM 111111111111111111111111111111 I I (ir',':1%1' i'1ftl._0Y, ; l:_ila:HOLE i k'iU i,.lT' r,:Fx4`if''1'f;:01_.4...t:a. ri'•. ' t.•`s ._ .•..f yl, i�...,�.�ir,'f��'iEif i„��.:fu-.�`F�Li•.:; {,,�, R' 1. t' 0 R C*,*, E' D BY ..1 ! : 4:;1{ cti l'l r o 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 ,ng 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 21Page 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 31 Page 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 6 1 P a g e 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 AP 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 17 1 P a g e TERMS AGREEWUPON BY CITY OF SANFORD Attest: CITVOF SANFORD: Cynt1iia Porter City Clerk Approved as to form and legality. - City Attorney 181 P a g e Ovpo —/— ity of Sanford,Worida