HomeMy WebLinkAboutExhibit 3LEASE AGREEMENT
This Lease Agreement (the "Lease Agreement" or "Lease") is made and entered into at
Miami -Dade County, Florida, the day of , 2006 (herein the
"Effective Date"), by and between Grovites United to Survive, a not for profit corporation
of the State of Florida hereinafter called, "Lessor", and the City of Miami, a municipal
corporation of the State of Florida, hereinafter called "Lessee", the terms "Lessor" and
"Lessee" shall include their respective successors, assigns, heirs, legal representatives,
executors, administrators, and personal representatives wherever the context of this
Lease so requires or admits.
Witnesseth:
Whereas in consideration of the mutual agreements subsequently contained herein, the
Lessor and the City agree as follows:
1. PURPOSE
The Lessor is the owner of real property located at 3692 B Grand Avenue, Miami, Florida
33133, as described in Exhibit "A" (the "Property"). The Lessor hereby leases to the
Lessee, the entire Premises consisting of approximately 1,500 square feet as shown on
Exhibit "B" (collectively the "Premises").
2. DURATION OF TERM:
A) The Lease Term and duration of this Lease shall be for a period of two (2) years,
(the "Lease Term" or Term") commencing on the Effective Date, which shall be
the date that this Lease is fully executed by the City Manager and attested by the
City Clerk.
B) Rent shall commence on the Effective Date.
3. AMOUNT OF RENT AND MANNER OF PAYMENT:
The Lessee shall pay the Lessor for the first year of the Term of this Lease $18.40
per square foot or TWO THOUSAND THREE HUNDRED DOLLARS
($2,300.00) per month (the "Rent"). The Rent payment shall be made by check
payable to Grovites United to Survive in advance, and delivered, on the first day
of each month, without notice, to the following address at: Grovites United to
Survive c/o James Gibson, Treasurer, 11220 Washington Boulevard, Miami,
Florida 33176.
Commencing on the first day of the first full month of the second year of the Term, and
every twelve (12) months thereafter, and such date being referred to herein as the
"Anniversary Date", Lessee agrees that, as provided for below, Rent shall be increased by
the increase during the prior year not to exceed three percent (3%) in the index known as
"United States Bureau of Labor Statistics, Consumer Price Index. The Rent shall utilize
the "Consumer Price Index for All Items, Miami - Ft. Lauderdale, Florida", Base Year
1982-84=100 (hereinafter the "CPI"). Said adjustment shall be hereinafter referred to as
the "CPI Escalation".
The CPI Escalation of the Rent shall be equal to the Rent in effect for the immediately
preceding year plus the product of that Base Monthly Rent multiplied by the "CPI
Percentage" (as defined below).
The CPI Percentage shall equal the fraction (i) whose numerator equals the total of (a) the
monthly Index published immediately prior to the Anniversary Date (or the nearest
reported previous month), minus (b) the monthly Index published immediately prior to
the Anniversary Date of the immediately preceding year and (ii) whose denominator is
the same as (b) above.
If the Index is discontinued with no successor Index, Lessor and Lessee shall agree to use
a comparable index. However, the increase determined by such comparable index shall
not exceed three percent (3%).
Lessor shall compute the CPI Escalations and send a notice, with calculations, to Lessee
setting forth the adjusted Rent within sixty (60) days of the commencement of each
current year or as soon as such Index is available. In the event the Rent increases, Lessee
shall pay to Lessor, within thirty (30) days of receiving such notice, the additional Rent
owed for the months which have elapsed in the current year. A hypothetical example:
CPI Index:
All Urban Consumers, All Items — Miami/Ft. Lauderdale
Base Year 1982-84 = 100
CPI Escalations:
Anniversary Date of Immediately Preceding Year April 1, 2004
Current Anniversary Date April 1, 2005
CPI — Preceding year (month prior to Anniversary Date of Preceding Year)
(or nearest reported month) February 1, 2004 = 183.6
CPI — Current year (month prior to current Anniversary Date)
(or nearest reported month) February 1, 2005 = 190.6
CPI increase = 190.6 —183.6 = 3.8%_
183.6
CPI Adjusted Base Rent = $2, 300.0.0 x 3.8 % = $2, 387.40
Cap on annual increase in Rent = $2,300.00 x 3.0% _ $2,369.00
The term "Rent" more specifically refers to all rent due to Lessor by Lessee inclusive of
insurance, real estate taxes, administrative fees, maintenance and repairs to the extent
provided for in this Lease Agreement, and all other expenses related to the rental of the
2
Premises. Lessee shall provide Janitorial Services, as hereinafter defined, which shall be
provided by Lessee at its sole cost and expense. "Janitorial Services" more specifically
refer to the daily vacuuming, garbage collection from waste cans within the leased
premises, light dusting and cleaning of offices and restrooms, light bulb replacement and
care of flooring.
In the event the Rent commences on a day other than the first day of a calendar month,
then upon the day of Rent commencement, Lessee shall pay Lessor a pro rata portion of a
full month's rent, determined by dividing a full month's rent by the total days in the
month of usage and multiplying the product by the number of days of occupancy.
4. SECURITY DEPOSIT:
No Security Deposit required.
5. OPTION TO RENEW:
Provided no default then exists, or if a default does exist and Lessor or Lessee has
received Notice of such default as provided herein, has commenced the curing of said
default and thereafter is diligently prosecuting such cure to completion, Lessor and Lessee
are hereby granted an option to renew this Lease for one term of one (1) year, upon the
same terms and conditions set forth in this Lease with the exception of Rent which will
be determined in accordance with Section 3. Said option renewal shall require Lessor to
notify Lessee, or Lessee to notify Lessor no less than three (3) months prior to the
expiration of the then current term, of its election to exercise such option. Upon either
party exercising its option, and the other party agreeing to the exercise of said option, the
Lease Term shall be deemed to include the option period.
6. LESSEE'S SUBORDINATION TO MORTGAGE:
It is specifically understood and agreed by and between the Lessor and the Lessee that the
Lessor may, from time to time, secure a construction and/or first mortgage on the
Premises from a bank, savings and loan association, insurance company or other
recognized lending institution; and that this Lease is and shall be subordinate to the lien
of said construction and/or first mortgage; and the Lessee agrees that it will execute such
subordination or other documents or agreements as may be reasonably required by such
lending institution, provided however, that the mortgage and/or subordination agreement,
as the lending institution may direct, shall contain a provision which states, in effect, that
the Lessee shall not be disturbed in its possession and occupancy of the Premises during
the Term of this Lease, notwithstanding any such mortgage or mortgages, provided that
the Lessee shall comply with and perform its obligations hereunder.
7. CONDITION OF THE PREMISES:
The Lessee shall accept possession of the Premises in its "as is" condition existing on the
Effective Date with the noted exceptions in Section 12A of this Lease. Lessor shall
ensure that the Premises and all its components shall be in good condition and in good
working order on or before the Effective Date.
3
8. USE:
A) The Lessee shall use and occupy the Premises for offices andlor other such related
functions. Lessee shall be allowed to sublease any portion of the offices with
Lessor's prior written consent, which shall not be unreasonably withheld nor
delayed beyond five (5) business days from receipt of Lessee's request. It is,
however, agreed that in the event the Lessee shall, in its discretion deem it
desirable, the Premises may be used for any other legitimate and lawful business
purpose provided that no such use shall cause Lessor's insurance to substantially
increase without the written consent of the Lessor, which consent will not be
unreasonably withheld.
B) The Lessee will not occupy or use said Premises, nor permit the same to be
occupied or used for any business which is unlawful. Lessee agrees to comply
with all lawful requirements of the Health Department, Police Department, Fire
Department, Municipal, County, State and Federal authorities respecting the
manner in which it uses the Premises.
C) Lessee shall not make any change to the exterior andlor interior portion of the
Premises without the express written consent of the Lessor, which consent shall
not be unreasonably withheld nor delayed beyond five (5) business days from
receipt of Lessee's request, and particularly the Lessee will not cause anything to
be done which may impair the over-all appearance of the Premises. Although the
Premises is intended to include the exterior walls and parking spaces, as per
Exhibit B, the Lessee covenants that it shall not use the exterior portion of the
Premises except for parking, and ingress and egress without the express written
consent of the Lessor, which consent shall not be unreasonably withheld nor
delayed beyond five (5) business clays.
D) Lessor hereby grants to Lessee the non-exclusive right to use, in common with
Lessor and other tenants of the Premises, the portions of the Premises intended to
be for common use, including but not limited to, parking areas, roads, streets,
drives, passageways, landscaped areas, open and enclosed malls, interior and
exterior ramps, elevators, walks and arcades, if any (herein collectively referred to
as the "Common Area").
9. CONDITION OF PREMISES AT TERMINATION:
Upon the expiration or earlier termination of the Lease, Lessee will quit and surrender the
Premises in a good state of repair and broom swept, reasonable wear and tear excepted.
However, Lessee shall not be obligated to repair any damage, which Lessor is required to
repair under section 19(B). All fixtures, window treatments and keys shall at the end of
the term revert back to the Lessor.
4
10. HOLD OVER:
In the absence of any written agreement to the contrary, if Lessee should remain in
occupancy of the Premises after the expiration of the Lease Term, it shall so remain as a
tenant from month -to -month and the Rent shall be the same Rent as the last in effect at
lease term. An provisions of this lease applicable to such tenancy shall remain in full
force and effect.
11. SIGNS:
Despite the terminology contained in this Lease Agreement, outside signs shall not be
erected and/or attached to any portion of the Premises without the express written consent
of the Lessor, which consent shall not be unreasonably withheld nor delayed beyond five
(5) business days from receipt of Lessee's request.
12. MAINTENANCE AND REPAIRS:
A) Lessor, at its sole cost and expense, shall keep the Premises and Common Areas
in a good state of repair, and it shall be responsible for all maintenance, repairs
and replacements to any structural portion of the Premises, the roof and exterior
masonry and paint of the Premises as well as rodent and termite infestation to the
Property. Lessee shall be responsible for pest control within the Premises, except
for rodent and termite infestation. The Lessor shall make certain the HVAC
system is in working order and shall comply with all building and zoning codes,
as applicable.
B) Lessee shall keep the interior to the Premises and the improvements placed therein
in a good state of repair, and Lessee shall be responsible for repairs, the painting,
maintenance and repairs to the interior of the Premises including all windows,
doors and openings, all electrical, ballasts, plumbing, fixtures, routine change of
filters to the HVAC system at least every thirty (30) days, and other systems
installed within the Premises. Lessor shall make all necessary repairs to the
HVAC system within twenty-four (24) hours upon receiving notice from Lessee.
C) Notwithstanding the obligations of the Lessor provided in "A" and "B" above, any
repairs necessitated by the gross negligence or willful misconduct of Lessee, its
employees, and invitees will be repaired by Lessor and the Lessor shall have the
right to recover the cost of such repairs from Lessee upon submission of evidence
of such gross negligence or willful misconduct .
D) Notwithstanding anything herein to the contrary, Lessor shall be solely
responsible for all damages and repairs caused by Lessor's negligence.
E) In order to minimize any disruption to Lessee's use of the Premises, Lessor shall
notify Lessee no less than 24 hours prior to the commencement of any repair.
Upon receiving Lessee's consent, which consent shall not be unreasonably
withheld, Lessor may construct, repair or complete any work it deems necessary to
maintain the integrity of the Premises. Should any of the Premises be unusable to
5
Lessee as a result of Lessor's repairs, the Lessee shall receive a rent abatement for
the period of time such repairs are undertaken.
13. UTILITIES:
Lessor represents and warrants that water, sanitary sewers, storm sewers, electric current,
and telephone facilities sufficient to accommodate Lessee's business are, or will be,
available at the Premises on or before the Effective Date. Lessee shall pay for all water,
electricity, telephone, and other utilities serving the Premises. The space is
cable/computer ready and separately metered for utility service.
14. COVENANTS OF THE LESSEE:
A) The Lessee hereby covenants and agrees with the Lessor as follows:
1) That the Lessee shall not hold Lessor liable for any damage to Lessee's
property caused by reason of water or the bursting or leaking of any pipes or
waste water about said Premises, or fire, or hurricane, flooding or other acts of
God, or loss or damage as a result of thefts, except for losses or damages
caused by the Lessor's negligence.
2) The Lessee shall have the right, at its sole cost and expense, to continue to
activate the alarm system. In the event Lessee continues to activate the alarm
system, Lessee shall pay for all costs associated with its maintenance, repair
and monitoring.
15. COVENANTS OF THE LESSOR:
The Lessor hereby covenants and agrees with the Lessee as follows:
A) That Lessor is, at the time of the execution of these presents, the sole owner in fee
simple of the Premises herein above described and that it has good and marketable
title, and the full right to lease the same for the term aforesaid.
B) That Lessor will keep the Premises free and clear of any and all liens on account
of any construction, repair, alterations or improvements, which Lessor may be,
obligated to make or perform under this Lease. Lessor shall keep any and all
mortgage payments current and in good standing.
C) That Lessor shall pay, prior to delinquency, real estate taxes and assessments,
which may be levied or assessed upon the Premises improvements subsequent to
the Effective Date.
D) The Lessor further covenants that Lessor will keep the Premises, parking areas,
the exterior, the Common Areas and the Property , in good repair.
E) Lessor hereby covenants that on the Effective Date the premises shall be in
compliance with all applicable Federal, State, County and City laws, codes and
6
regulations including but not limited to Federal, State and Building and Zoning
codes.
16. QUIET ENJOYMENT
Lessee or its sublessee, on payment of the rent herein provided and performance of its
obligations, hereunder, shall and may peacefully and quietly have, hold, and enjoy the
Premises for the term hereof or any extension or renewal thereof with all rights and
privileges and for the use herein provided. Without limiting any of its rights, Lessee may
terminate and cancel this Lease upon thirty (30) days Notice to Lessor in the event that
enjoyment or use of the Premises is prohibited provided that from the date of receipt of
such notice by Lessor, Lessor shall have fifteen (15) days to cure the prohibited
enjoyment or use.
17. LESSOR'S INSURANCE:
The Lessor will, during the Lease Term, and any extensions thereof, and at its sole cost
and expense, shall carry fire, windstorm, hail, flood and extended coverage insurance on
the improvements of the Premises to the full replacement value. Lessee is self -insured.
18. INDEMNIFICATION:
A) To the extent permitted by law, Lessor agrees to indemnify, hold harmless and
defend Lessee, its subtenants and assignees, from and against any and all claims,
actions, damages, liabilities and expenses, judgments, settlement payments, fines
paid, incurred or suffered by Lessee in connection with loss of life, personal injury
and/or damage to property, arising from or out of the occupancy or use by Lessee
of the Premises.
B) If Lessee's use and occupancy is materially interfered with as a result of any of the
above for which Lessor is responsible under this section, Lessee, in addition to
any other available remedy, shall be entitled to an abatement of Rent.
19. ADDITIONAL MUTUAL COVENANTS:
The following stipulations and agreements are expressly understood by both the Lessor
and the Lessee and they do hereby agree to abide by them:
A) In the event the Lessor shall fail to make the payments on any mortgages, or taxes
or other payments on the Premises which Lessor is required to pay, the Lessee
may, but shall not be required to, make such mortgage or tax payments or such
other payments or do such acts and things as may be necessary to keep the
mortgage or taxes on the Premises from being in default, and may deduct the cost
thereof from the next ensuing rentals due under this Lease.
B) In the event improvements in the Premises shall be partially damaged by fire or
other casualty but not rendered unrentable, the same shall be repaired with due
diligence by the Lessor, and at Lessor's expense. If the Premises shall be
7
damaged by fire, the elements or unavoidable casualty, leaving more than 50% of
leased floor space unusable for Lessee's purposes, and rendering the Premises
unfit for occupancy, the Lessor and Lessee shall each have the option of
terminating this lease within thirty (30) days from the date of the casualty by
providing Notice to the other party as provided in this Lease. Provided that the
Lessor elects to rebuild the Premises, the Lessor shall proceed with such
construction and complete same with all reasonable diligence. In the event the
Lessor elects not to reconstruct, then and in that event the Lease shall be deemed
terminated. If termination occurs, the rights and obligations of the parties shall
cease as of the date of such termination, and Rent shall be adjusted as of the date
of such casualty. If the Premises are rendered untenantable in the Lessee's sole
opinion, or Lessee is unable to use a portion of the Premises due to repairs, then
and in that event the Rent during the period that the Premises are in said condition
shall be reduced in direct proportion to that portion of the Premises, which is, in
fact, untenantable or under repair.
C) The covenants and agreements contained in this Lease are interdependent and are
binding on the parties hereto, their successors and assigns. This Lease has been
prepared in several counterparts, each of which said counterpart, when executed,
shall be deemed to be an original hereof.
D) If Lessee shall hereafter install, at its expense, any shelving, lighting and other
fixtures, unit heaters, portable air conditioning units, portable partitions or any
trade fixtures, or if Lessee shall hereafter install or apply any advertising signs or
other standard identifications of Lessee, any article so installed or any identifica-
tion so applied shall be the property of the Lessee, which Lessee may remove at
the termination of this Lease, provided that in such removal Lessee shall repair
any damage occasioned to the Premises, in good workman -like manner. The
Lessee has the right upon Notice to the Lessor to install telecommunication
services and equipment and Lessor's consent to such installation shall not be
unreasonably withheld. The Lessee shall not remove any fixtures, equipment, or
additions which are normally considered to be affixed to the realty such as, but not
limited to, electrical conduit and wiring, panel or circuit boxes, terminal boxes,
partition walls paneling, central air conditioning and ducts, plumbing fixtures.
E) It is specified that Lessee has not sought or used the services of any broker in
connection with this Lease. Any and all real estate commissions payable to
broker(s) shall be the sole responsibility of the Lessor. Lessor agrees to indemnify
the Lessee against, and hold it harmless from, all liabilities arising from claims of
any broker who alleges the right to commission based upon having dealt with
Lessee (including, without limitations, the reasonable counsel fees in connection
therewith). Any and all real estate commissions payable to Lessor's broker shall
be the sole responsibility of Lessor.
8
20. PROVISIONS OF DEFAULT:
A) By Lessee:
1) Should the Lessee default in payment of Rent and such default continues for
thirty (30) days after receipt of Notice thereof by the Lessee, or if the Lessee
defaults in any other non -monetary covenants, and within a period of forty-
five (45) days after receipt of Notice specifying such non -monetary default by
the Lessee, has not cured the default or defaults, or if they cannot reasonably
be cured within this period, has not yet begun to cure such default, the Lessor
may at its option, but subject to other provisions of this Lease, terminate this
Lease. Lessor's exercise of its rights under this Lease shall not be deemed to
be equivalent to the Lessor's termination of this Lease, unless and until Lessor
shall specifically give actual notice of termination of the Lease by providing
written notice in accordance with Section 21 of this Lease. In the event of
such termination, the Lessee is responsible for the payment of rental payments
accrued and unpaid to the date of termination. Thereafter, Lessee shall have
no further obligations to make rental payments hereunder.
2) If Lessor defaults in the performance of any provision hereof and such default
continues for forty five (45) clays after receipt of notice thereof by the Lessee,
or if the default cannot reasonably be cured within this period, then the Lessee
may, at its option, but subject to other provisions of this Lease, terminate this
Lease. Lessee, at its option, may cure the default and Lessor must reimburse
Lessee for all expenses within ten (10) days upon receiving invoice.
Notwithstanding anything set forth within this Lease, in the event of Lessor or Lessee's
default, Lessee or Lessor shall be entitled to pursue any and all remedies available to it at
law or equity, including but not limited to the right of Specific Performance.
21. NOTICES:
All notices, by the Lessor to the Lessee or by the Lessee to the Lessor, shall be given by
certified mail, return receipt requested, hand delivery, or courier, ("Notice") addressed to
the Lessee or Lessor as maybe applicable, at:
Lessee:
City of Miami
City Manager
3500 Pan American Drive
Miami, FL 33133
and a copy to
City of Miami
City Attorney
444 S.W, 2n Avenue, Suite 945
Miami, FL 33130
9
City of Miami
Director, Department of Public Facilities/Asset Management Division
444 S.W. 2" Avenue, 3rd Floor
Miami, FL 33130
City of Miami
Director, Net Administration
444 S.W. 2"d Avenue, 7th Floor
Miami, FL 33130
Lessor:
Mr. Henry Lee Givens, President
Grovites United to Survive
10500 SW 149th Street
Miami, Florida 33176
or to such other address as either party may designate from time to time. If Notice is
given by hand delivery or courier, Notice shall be deemed served on the date of such
delivery. If the Notice is sent via certified mail, Notice shall be deemed served five (5)
business days after the date the Notice is deposited with the U.S. Post Office.
22. LESSEE'S RIGHT TO TERMINATE:
Separate and apart from all other rights granted to Lessee to terminate this Lease, the
Lessee shall have the right at any time to terminate this Lease by giving the Lessor at least
sixty (60) days Notice. Upon any such termination, this Lease shall terminate as though
the termination were the date originally fixed as the end of the term.
23. FORCE MAJEURE:
In the event that Lessor or Lessee shall be delayed, hindered in, or prevented from the
performance of any act required hereunder by reason of strikes, lockouts, inability to
procure materials, failure of power, restrictive governmental laws or regulations, riots,
insurrection, default of the other party, or other reason beyond their control, the prevented
party shall provide Notice to the other party, and the performance of such act shall be
excused for the period of the delay and the period for the performance of any such act
shall be extended for a period equivalent to the period of such delay.
24. PARKING:
During the term of the Lease and any extension thereof, Lessor shall provide Lessee with
no less than six (6) parking spaces for the sole use of Lessee, Lessee's employees, and
those associated with Lessee. These six (6) parking spaces must conform to all existing
governmental codes in effect at the time of occupancy.
10
25. ENVIRONMENTAL:
A) Lessor represents and warrants to Lessee that:
1) no Hazardous Materials (as defined below) have been located on the Premises
or have been released into the environment, or discharged, placed or disposed
of at, on or under the Premises;
2) no underground storage tanks have been or are located on the Premises;
3) the Premises has never been used as a dump for any Hazardous Materials (as
defined below); and
4) the Premises and its prior uses comply with and at all times have complied
with, Environmental Laws (as defined below).
(a) The term "Hazardous Materials" shall mean any substance, material, waste
gas, or particulate matter which at the time of the execution of the Lease of
any time thereafter is regulated by any local governmental authority, the
State in which the Premises is located, or the United States Government,
including but not limited to, any material or substance which is:
(i) defined as a "hazardous material", "hazardous substance", "extremely
hazardous waste", or "restricted hazardous waste" under any provision
of State Law;
(ii) petroleum;
(iii) asbestos
(iv) polychlorinated biphenyl;
(v) radioactive material;
(vi) designated as a "hazardous substance" pursuant to Section 311 of the
Clean Water Act, 33 U.S.C, Sec. 1251 et seg. (33 U.S.C. Sec, 1371);
(vii) defined as a "hazardous waste" pursuant to Section 1004 of the
Resource Conservation and Recovery Act, 42 U.S.C. Sec. 6901 et seg.
(42 U.S.C. Sec. 6903); or
(viii) defined as a "hazardous substance" pursuant to Section 101 of the
Comprehensive Environmental Response, Compensation and Liability
Act 42 U.S.C. Sec. 9601 et seg. (42 U.S.C. Sec. 9601).
(b) The term "Environmental Laws" shall mean all statutes specifically
described in the foregoing sentence and all federal, state, and local
governmental health and safety statutes, ordinances, codes, rules,
regulations, orders and decrees regulating to or imposing liability or
standard concerning or in connection with Hazardous Materials.
5) Lessor hereby indemnifies Lessee from any matter related to the representation
and covenants provided herein.
11
26. RADON GAS:
Radon is a naturally occurring radioactive gas that, when it has accumulated in a building
in sufficient quantities, may present health risks to persons who are exposed to it over
time. Levels of Radon that exceed federal and state guidelines have been found in
buildings in Florida. Additional information regarding Radon and Radon testing may be
obtained from your county health unit.
27. CONFLICT OF INTEREST:
Lessor is aware of the conflict of interest laws of the City of Miami (Miami City Code
Chapter 2, Article V), Dade County, Florida (Dade County Code, Section 2-11.1 et. seq.)
and of the State of Florida as set forth in the Florida Statutes, and agrees that it will fully
comply in all respects with the terms of said laws and any future amendments thereto.
Lessor covenants that no person or entity under its employ, presently exercising any
functions or responsibilities in connection with this Lease, has any personal financial
interests, direct or indirect, with the City. Lessor further covenants that, in the
performance of this Lease, no person or entity having such conflicting interest shall be
utilized in respect to services provided hereunder. Any such conflict of interest(s) on the
part of Lessor, its employees or associated persons, or entities must be disclosed in
writing to the City.
28. MISCELLANEOUS:
A) This Lease may be amended, modified and changed only by written instrument
signed by the City Manager and the Lessor, The City Commission hereby
authorizes the City Manager to amend or modify this Lease as needed.
B) This Lease shall be construed according to the laws of the state in which the
Premises are located.
C) Should any portion of this Lease be declared invalid and unenforceable, then such
portion shall be deemed to be severable from this Lease and shall not affect the
remainder thereof.
D) It is expressly understood that this Lease contains all terms, covenants, conditions
and agreements between the parties hereto relating to the subject matter of this
Lease, and that no prior agreements or understandings, either oral or written,
pertaining to the same shall be valid or of any force and effect, and that the terms,
covenants, conditions and provisions of this Lease cannot be altered, changed,
modified or added to except in writing by all parties hereto.
E) Lessor waives a trial by jury of any and all issues arising in any action or
proceeding between the parties hereto, or their successors or assigns, under or
connected with this Lease, or any of its provisions, the relationship of the parties,
the Lessee's use or occupancy of the Property, Lessor's rights thereto, and/or any
12
claim of injury or damage and any emergency statutory or any other statutory
remedy, or otherwise.
F) Should any party or parties hereto institute any action or proceeding in Court to
enforce any provision or provisions hereof, or for damages by reason of any
default under this Lease, or for a declaration of such party's or parties' rights or
obligations hereunder, or for any other judicial remedies, the Court may adjudge
reasonable attorney's fees for the services rendered the party or parties prevailing
in any such action or proceeding.
G) Lessor or Lessee's failure to take advantage of any default hereunder, or breach of
any term, covenant, condition or agreement of this Lease on the part of Lessee or
Lessor to be performed shall not be (or be construed to be) a waiver thereof, nor
shall any custom or practice which may grow between the parties in the course of
administering this Lease be construed to waive or to lessen the right of Lessor or
Lessee to insist upon the performance by Lessee or Lessor of any term, covenant,
condition or agreement hereof, or to exercise any rights given by either of them on
account of any such default or breach. Waiver of a particular default under or
breach of any term, covenant, condition or agreement of this Lease, or any
leniency shown by Lessor or Lessee in respect thereto, shall not be construed as or
constitute a waiver of any other or subsequent defaults under this Lease, or a
waiver of the right of either party to proceed against the other for the same or any
other subsequent default under, or breach of any other term, covenant, condition
or agreement of this Lease.
H) Lessor represents that at the Effective Date, Premises will not be in violation of
any building code, environmental regulation or other governmental ordinance or
regulation. Lessor further warrants and represents that it has received no notice of
any such violation.
1) Lessor agrees that the Premises now conform, or that, prior to Lessee's
occupancy, that the Premises shall, at the Lessor's sole cost and expense, be
brought into conformance with the requirements of Section 553.48 F.S., providing
requirements for the physically handicapped.
J) Lessor hereby grants Lessee an easement for ingress/egress, access, parking and
for driveway purpose, for the Premises.
K) Lessor hereby represents and warrants to Lessee that the drinking (faucet) water at
the Premises is available to the degree of the educational code and it is free of all
contaminants and harmful chemicals.
L) Lessor hereby represents and warrants to Lessee that there are no rats, rodents,
termites, insects, or pests of any kind within the Premises. Should Lessee find
evidence of anything to the contrary, Lessor shall immediately rectify the situation
13
by employing a pest exterminator.
M) This Lease Agreement is the result of negotiations between the parties and has
been typed/printed by one party for the convenience of both parties, and the
parties covenant that this Lease Agreement shall not be construed in favor of or
against either of the parties.
In Witness Whereof, the parties hereto have hereunto set their hands and seals on the day
and year first above written.
Lessor:
Henry Lee Givens, President
Grovites United to Survive
Witness: Date
(as to Lessor)
CORPORATE SECRETARY
CORPORATE SEAL:
14
ATTEST:
CITY OF MIAMI,
a Municipal Corporation of the
State of Florida
By: By:
Priscilla A. Thompson Joe Arriola
City Clerk City Manager
APPROVED AS TO INSURANCE APPROVED AS TO FORM AND
REQUIREMENTS: CORRECTNESS:
By: By
Risk Management Department Jorge L. Fernandez
City Attorney
15