2515 Contingent Modification Agreement (of lease) - 330/350 E Seminole Blvd - Colimodio Invw � nn�
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Prepared by and return to:
Lonnie N. Groot
Stenstrom, McIntosh, Colbert & Whigham, P.A.
300 International Parkway
Suite 100
Lake Mary, Florida 32746
(Phone: 407) 322-2171
Tax Parcel Identification Number: 25-19-30-515-0000-001D
GRANT MALOY, SEMINOLE COUNTY
CLERK OF CIRCUIT COURT & COMPTROLLER
CFN# 2023091151 Bk:10516 Pg:816-823(8Pgs)
REC: 10/03/2023 9:52:51 AM by cones
RECORDING FEES $69.50
CONTINGENT MODIFICATION AGREEMENT (OF LEASE)
THIS CONTINGENT MODIFICATION AGREEMENT (OF LEASE) (hereinafter the
"Contingent Modification Agreement") made this�(C(lt'lday of _ ►Yl' '`!' 2023 by and
between Colimodio Investments, LLC (hereinafter referred to as the "Tenant"), whose
address is 350 East Seminole Boulevard, Sanford, Florida 32771, and the City of Sanford
(hereinafter referred to as the "City"), a municipal corporation organized and existing
under the laws of the State of Florida, whose address is 300 North Park Avenue, Sanford,
Florida 32771, being the Lessor, in consideration of the mutual covenants herein
contained and other good and valuable consideration, the sufficiency and receipt of which
is hereby acknowledged.
Witnesseth:
Whereas, this Contingent Modification Agreement relates to that certain
Agreement to Lease entered on the October 27, 2003 by the City with Wilson Center,
Inc., as recorded on November 8, 2003, at Official Records Book 5091, Page 662, Public
Records of Seminole County, Florida with the City and the Tenant entered into the Lease
implementing the above -referenced Agreement to Lease on October 27, 2003, which
document was not recorded in the Public Records of Seminole County, Florida (the above
actions being collectively referred to herein as the "Lease"; and
Whereas, on July 11, 2011, the City and the Tenant entered into the First
Amendment to the Lease; and
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Whereas, by means of that certain Consent to Assignment Of Lease, dated
October 27, 2003, recorded at Official Records Book 7642, Pages 7 and 8 of the Public
Records of Seminole County, Florida, the City approved Vanik Investments, LLC's
assumption of the lease as assigned by Wilson Center, Inc.; and
Whereas, the Tenant later assumed the Lease from Vanik Investments, LLC by
means of that Consent to Assignment of Lease/Assumption of Lease, dated December
14, 2021, recorded on December 16, 2021, in Official Records Book 10124, Pages 753-
758, of the Public Records of Seminole County Florida (the "Existing Assumed Lease");
and
Whereas, all of the aforementioned documents are attached hereto as exhibits for
the purpose of ease of reference relative to all future actions and implementation of the
City and the Tenant; and
Whereas, the City and the Tenant desire to modify the Existing Assumed Lease
to enable both parties to enhance and expand the enjoyment the mutual benefits it
provides; and
Whereas, the purpose of this Contingent Modification Agreement is to allow further
mutually agreed upon improvements including newly constructed dwelling units and other
site improvements to the Site/Leased Property by the Tenant; and
Whereas, the parties desire to continue to enjoy the mutual benefits provided by
the Existing Assumed Lease subject to the terms and conditions of this Contingent
Modification Agreement to the Existing Assumed Lease as follows:
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Now, Therefore, in consideration of the mutual understandings and agreements
contained herein, and other good and valuable consideration, the receipt and sufficiency
of which is hereby acknowledged, the parties agree to amend the following "Sections" of
the Existing Assumed Lease as follows:
Date.
Section 1. Legal Effect Of Contingent Modification Agreement; Effective
(a). This Contingent Modification Agreement shall take effect upon full
execution hereof by the City and the Tenant subject to the following contingencies:
(i). The Tenant shall provide the City with a binding "term sheet", "loan
commitment" or "letter of intent", by whatever title, issued by a bona
fide lending institution, in a form acceptable to the City, which
articulates necessity of the extension to the Existing Assumed Lease
in a manner acceptable to the City which acceptance shall be
evidenced by the recording of an affidavit by the City Manager, or
designee, so stating.
(ii). If the Site or Leased Property as described on page 2 of the
Lease, dated October 27, 2003, and as depicted on "Exhibit "A" of the
document is expanded to the north side for the building, the Tenant
shall be required to provide parking for the residential use developed
in accordance with City standards.
(iii). If the Tenant does not obtain a building permit and commence
construction in good faith, as determined by the City, within 3 years of
the date of execution of this Contingent Modification Agreement; the
provisions of Section 2(c) shall terminate and no longer be in effect.
3Page
The termination of those provisions shall be evidenced by the
recording of an affidavit by the City Manager, or designee, so stating.
(b). All other terms and conditions of the Existing Assumed Lease shall remain
in effect and binding and the Existing Assumed Lease and this Contingent Modification
Agreement, and any other amendments, shall be read in harmony and in pari materia.
(c). The parties agree that the Existing Assumed Lease is in good standing and
that all parties are in compliance with the terms and conditions thereof.
(d). All prior provisions of the Existing Assumed Lease and amendments shall
remain full and in effect, as amended, except and as to the amendments to the Existing
Assumed Lease as specifically set forth herein.
Section 2. Amendment to Rent and Terms.
(a). The term of the prior Existing Assumed Lease is set to terminate on
December 31, 2040. The term is hereby extended additional years from the execution of
this Contingent Modification Agreement and shall terminate on December 31, 2072.
(b). The rent shall increase by 10% per year commencing, nunc pro tunc, on
September 1, 2023 and through December 31, 2025, whereupon the annual rent increase
shall be based upon the Consumer Price Index (CPI) which measures the cost of living
changes published by the Bureau of Labor Statistics each year, or a minimum two (2) %
percent increase, whichever is greater, until the end of the term of the Lease.
(c). Tenant may not assign or sublease any interest in the Premises, nor effect
a change in the majority ownership of the Tenant (from the ownership existing at the
inception of this lease), nor assign, mortgage or pledge this Lease, without the prior
written consent of the Lessor, which shall not be unreasonably withheld.
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(d). The Site or Leased Property as described on page 2 of the Lease, dated
October 27, 2003, and as depicted on "Exhibit "A" of the document shall be replaced and
amended by means of the new enlarged leased area shall be as shown on the attached
"Exhibit "A" hereto which depicts an enlarged Site or Leased Property area which exhibit
is incorporated herein by this reference thereto.
Section 3. Recording. This Contingent Modification Agreement shall be recorded
at the Tenant's expense in the Official Records/Public Records of Seminole County,
Florida.
In Witness Whereof, the undersigned have hereunto set their hands and seals on
the date dated.
Attest:
Witnesses:
COLIMODIO INVESTMENTS, LLC, a
Florida limitei ility company
Signatureb-T Witness # 1 Alfredo Colimodio, Sole Manager
Printed Name of Witness # 1: Ciao,
Signature of Witness #� /(
Printed Name of Witness # 2: Au 55 J4�i
STATE OF FLORIDA
COUNTY OF SEMINOLE
The foregoing instrument was acknowledged before me by (Physical Presence
or ( ) Online Notarization on this 63 day of 2W_Q , 2023, by Alfredo
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Colimodio, Sole Manager of COLIMODIO INVESTMENTS, LLC, who (has produced _
v as identification or ( ) who is personally known by me.
It
[SEAL] S�X� "_ _Q_�
t Name
Notary Public
SARAH SHEIBENBERGER My Commission Expires -
Commission # HH 309737
"^ Expires September 7, 202. '
%EOF Fl�:
Attest. "7` ,r CITY OF SANFORD
�.
Traci Houchin, MMC, FCRM Art Woodruff
City Clerk Mayor
Date- G
Approved as to form and legal sufficiency.
William L. Colbert, City Attorney
61 Page
s�~Fok° � APPROVED
F�T. 1R�� • �h
CITY COMMISSION MEMORANDUM 23.171 .BB
SEPTEMBER 25, 2023 AGENDA
To: Honorable Mayor and Members of the City Commission
PREPARED BY: Craig M. Radzak, Assistant City Manager
SUBMITTED BY: Norton N. Bonaparte, Jr., ICMA-CM, City Manager
SUBJECT: Contingent Modification Agreement; Colimodio Investments, LLC
STRATEGIC PRIORITIES:
❑ Unify Downtown & the Waterfront
❑ Promote the City's Distinct Culture
❑ Update Regulatory Framework
❑ Redevelop and Revitalize Disadvantaged Communities
SYNOPSIS:
Approve a Contingent Modification Agreement to the lease relating to the City owned property
located at 330 and 350 East Seminole Boulevard between Colimodio Investments, LLC and the
City has been prepared for the City Commission's approval.
FISCAL/STAFFING STATEMENT:
The rent terms will increase commencing on September 1, 2023 by 10% per year until December
31, 2025, whereupon the annual rent increase shall be based upon the Consumer Price Index (CPI)
or a minimum two percent per year, whichever is greater, through the term of the lease. Currently
the Tenant pays annual rent of $8,327.62.
BACKGROUND:
The Contingent Modification Agreement relates to the original lease entered into on October 27,
2003 and the City has approved the assignment of said lease to multiple entities over the years.
The current lessee, Colimodio Investments, LLC, who has held the lease since December 14, 2021,
has requested the City's approval to extend the lease for the term that ends on December 31, 2072
for financing reasons. This extends the agreement 30 years longer than the existing lease that was
set to expire on December 31, 2040.
In order to provide consideration to the City for taking the actions proposed by the tenant, rent will
increase by 10% per year, starting September 1, 2023, until December 31, 2025, whereupon the
annual rent increase shall be based upon the CPI or a minimum two percent per year, whichever
is greater, until the term of the lease.
The purpose of the text in the Contingent Modification Agreement is to address tenant's ability to
finance a project to allow improvements, including newly constructed dwelling units and other site
improvements to the north side of the building. If the Tenant does not obtain a building permit and
commence construction within three (3) years of the date of execution of the Contingent
Modification Agreement, the rent increases will no longer be in effect, and the other terms and
conditions of the existing assumed lease shall remain.
The sole manager of Colimodio Investments, LLC is Alfredo Colimodio.
LEGAL REVIEW:
The Assistant City Attorney has prepared the contingent modification agreement and has no legal
objections to the proposed action.
RECOMMENDATION:
City staff recommends that the City Commission approve the Contingent Modification Agreement
between Colimodio Investments, LLC and the City.
SUGGESTED MOTION:
"I move to approve the Contingent Modification Agreement, as proposed."
Attachment: Contingent Modification Agreement