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HomeMy WebLinkAbout24124AGREEMENT INFORMATION AGREEMENT NUMBER 24124 NAME/TYPE OF AGREEMENT 145 ALBANY AVENUE, LLC DESCRIPTION OFFICE & WAREHOUSE LEASE/MIAMI POLICE DEPARTMENT INTERNAL AFFAIRS-2858 NW 79 AVENUE/FILE ID: 12510/R-22- 0355/MATTER I D : 22-2236 EFFECTIVE DATE October 18, 2022 ATTESTED BY NICOLE EWAN ATTESTED DATE 10/25/2022 DATE RECEIVED FROM ISSUING DEPT. 10/25/2022 NOTE DOCUSIGN AGREEMENT BY EMAIL DocuSign Envelope ID: 5731 BOC1-7871-4903-A1 B6-37249C1 BBO8B CITY OF MIAMI DOCUMENT ROUTING FORM * ncoeveaAnu 31.10 i6 U H ORIGINATING DEPARTMENT: DREAM DEPT. CONTACT PERSON: Sandy Lila EXT. 1461 NAME OF OTHER CONTRACTUAL PARTY/ENTITY: 145 Albany Avenue, LLC IS THIS AGREEMENT A RESULT OF A COMPETITIVE PROCUREMENT PROCESS? ❑ YES ® NO TOTAL CONTRACT AMOUNT: $68,949.96 (First Year) FUNDING INVOLVED? ❑ YES ® NO TYPE OF AGREEMENT: ❑ MANAGEMENT AGREEMENT ❑ PROFESSIONAL SERVICES AGREEMENT ❑ GRANT AGREEMENT ❑ EXPERT CONSULTANT AGREEMENT ❑ LICENSE AGREEMENT ❑ PUBLIC WORKS AGREEMENT ❑ MAINTENANCE AGREEMENT ❑ INTER -LOCAL AGREEMENT ® LEASE AGREEMENT ❑ PURCHASE OR SALE AGREEMENT OTHER: (PLEASE SPECIFY): PURPOSE OF ITEM (BRIEF SUMMARY): Lease Agreement for the City's use of approximately two thousand seven hundred and fifty-eight (2,758) rentable square feet of Warehouse/Office Space, located at 2858 NW 79th Avenue, Miami, Florida 33122 for the operation of the Internal Affairs Division of the City's Police Department. COMMISSION APPROVAL DATE: 09/22/2022 FILE ID: 12510 ENACTMENT NO.: R-22-0355 IF THIS DOES NOT REQUIRE COMMISSION APPROVAL, PLEASE EXPLAIN: ROUTING INFORMATION Date PLEASE PRINT AND SIGN APPROVAL BY DEPARTMENTAL INTERIM DIRECTOR October 20, 2022 I 18:28:39 EDT PRINT: Jacqu SIGNATURE ligg p;6¢ (� ��Dp �Jel-6% - 4 e- SUBMITTED TO RISK MANAGEMENT os October 21, 2022 I 07:00:51 EDT PRINT: Ann- SIGNATURE tL+1*J�czFz2.e* 4 r... MaariNc U : %rr� t t v- ‘, Assigned ACA: Juan PerezPRINT: 9ce October •21, 2022 I 1Z:59:U/ EDT 11: 57: 55 EDT Victor SIGNATURE: 33395C631 a M��t(lP� �`Db�US3�t�d %-c-171----}jr" \ Er9onr6FE0457... 14E-7... by: SUBMITTED TO CITY ATTORNEY Matter ID#: 22-2236 October 22, 2022 I APPROVAL BY ASSISTANT CITY MANAGER October 23, 2022 I 09:46:16 EDT PRINT: Larry SIGNATURE: --F-1 M. Spring i—DocuSigned by: RECEIVED BY CITY MANAGER October 24, 2022 I 17:26:10 EDT PRINT: ArthurNQo`riega, SIGNATURE: —DocuSigned by: Arai' PorieSa ATTESTED BY THE CITY CLERK 1) ONE ORIGINAL TO CITY CLERK, October 25, 2022 1 14:37:23 EDT PRINT: Todd B. SIGNATURE: v�F6C3Duza... Fannon DocuSigned by: E46D7560DCF1459... 2) ONE COPY TO CITY ATTORNEY'S OFFICE, 3) REMAINING ORIGINAL(S) TO ORIGINATING DEPARTMENT PLEASE ATTACH THIS ROUTING FORM TO ALL DOCUMENTS THAT REQUIRE EXECUTION BY THE CITY MANAGER DocuSign Envelope ID: 5731 BOC1-7871-4903-A1 B6-37249C1 BBO8B OFFICE & WAREHOUSE LEASE THIS LEASE, (the "Lease"), dated as of this 18th day of October 2022, is made by and between 145 Albany Avenue, LLC. ("Landlord") and the City of Miami, Florida, a municipal corporation ("Tenant"). Landlord and Tenant, in consideration of the following mutual covenants, have agreed: 1. DEMISE. a. Landlord does lease to Tenant, and Tenant does lease from Landlord, the real property and improvements described as 2,758 rentable square feet, more or less, located at 2858 N.W. 79th Avenue, Miami, Florida 33122 as shown on the attached Exhibit "A" ("Premises") within the property known as Westpark Center (the "Property") with legal description shown on Exhibit "A-1". Reference to square footage of Premises is approximated. Terms and conditions of the Lease shall not be modified or affected if actual square footage differs from the approximated square footage. As an appurtenance to the Premises, Landlord grants to Tenant a revocable, nonexclusive license to use, in common with others, all areas within the Property designated by Landlord as Common Facilities. b. The Premises shall be used and occupied by Tenant solely for General Office and Warehouse Space. "General Office" is defined to mean office and warehouse storage space, including such space as necessary for the storage of vehicles and other machinery and equipment necessary for the operation of the warehouse space. No hazardous or environmentally unsafe materials will be used or stored at the Premises. Tenant shall be solely responsible to verify with the City of Doral and pertinent authorities whether the use is permitted at the Premises and to determine if the intended use complies with all governmental laws and regulations. Landlord, by execution of this Lease or otherwise, nor its Agents make no representation whatsoever as to the feasibility of the Premises for Tenant's specific use nor that the intended use complies with governmental regulations. 2. TERM. a. The Term of this Lease ("Initial Lease Term") shall be November 1, 2022 ("Commencement Date") and ending, unless earlier terminated per the terms of this Lease, on November 30, 2027 ("Termination Date"). b. If Landlord is unable to deliver possession of the Premises upon Lease Execution ("the Term Commencement Date"), for any reason, including failure to have the Premises ready for occupancy, there shall be no extension of the Lease and Landlord shall have no liability to Tenant for direct, consequential or other damages. However, unless the delay was caused by Tenant, the obligations of Tenant shall abate until possession is delivered. 3. LANDLORD CONTROL OF COMMON AREAS. All common areas provided by Landlord for the general use, in common, of tenants, their officers, agents, employees and customers shall at all times be subject to the exclusive control and management of Landlord and Landlord may do and perform such acts in the areas as, in its good business judgment, it deems to be advisable. Landlord may build or place landscaping and other improvements on the Common Facilities. Landlord may close all or any portion of the Common Facilities to such extent as may be necessary in its opinion to prevent a dedication to the public. Landlord, however, will not deprive Tenant of reasonable access to the Premises. 4. IMPROVEMENTS BY LANDLORD. Landlord shall deliver and Tenant shall accept the Premises in AS IS WHERE IS CONDITION broom clean; except that Landlord shall deliver the existing HVAC, plumbing and electric in good working order. In addition, Landlord shall provide Tenant an HVAC report prior to Lease execution and shall repair or replace any existing HVAC Units which are not in good working order. Furthermore, Landlord shall complete the duct work to connect the existing HVAC Unit in the north side of the warehouse area. Landlord shall warrant the HVAC unit(s) serving the Premises for a period of six (6) months. Tenant shall be responsible for all repairs to the HVAC unit(s) servicing the Premises, up to a maximum of $750.00 per unit per year. Landlord shall be responsible for any replacement if needed and not caused by Tenant's misuse or failure to provide the required maintenance. 5. BASE RENT. a. Tenant agrees to pay Landlord the following amounts as the Base Rent for the Premises: Initial Term Annual Base Rent per Square Foot Monthly Base Rent November 1, 2022 Through November 30, 2022 $ 0 $0 December 1, 2022 Through November 30, 2023 $ 25.00 $5,745.83 December 1, 2023 Through November 30, 2024 $ 26.25 $6,033.13 1 At airSiord ss DocuSign Envelope ID: 5731 BOC1-7871-4903-A1 B6-37249C1 BB08B December 1, 2024 Through November 30 , 2025 $ 27.56 $6,334.21 December 1, 2025 Through November 30 , 2026 $ 28.94 $6,650.92 December 1, 2026 Through November 30 , 2027 $ 30.39 $6,983.46 Base Rent, plus all applicable sales, excise and uses taxes imposed thereon, shall be payable in consecutive monthly installments, in advance, without demand, on the first day of each and every month during the term of this Lease. Notwithstanding any language to the contrary, the Tenant shall not be responsible for paying sales taxes so long as Tenant retains its tax-exempt status, as evidenced by a Certificate of Exemption. Tenant shall pay the Base Rent without deduction, diminution or off -set. b. Landlord shall deliver possession of the Premises to Tenant prior to the Commencement Date on October 5, 2022 in order to allow Tenant to begin moving Tenant's offices and equipment into the Premises. No fee shall be due in relation to such move -in period. c. All rent shall be payable to Landlord at the address set forth in this Lease, unless Landlord directs otherwise in writing. Any installment of rent not received within ten days of its due date shall be subject to a late charge of ten percent (10%). 6. ADDITIONAL RENT. In order to give Landlord a lien of equal priority with Landlord's lien for rent, any and all sums of money or charges required to be paid by Tenant under this Lease, whether or not so designated, shall be considered additional rent, payable when billed or otherwise required under this Lease. 7. Intentionally Deleted. 8. LANDLORD'S SERVICES. If Tenant is not in default under any of the provisions of this Lease, Landlord shall: a. Furnish utilities to the Common Facilities. b. Clean the Property c. Maintain structural integrity of property inclusive of exterior structure and roof. 9. OCCUPANCY AGREEMENTS. Tenant covenants that Tenant: a. will not use the plumbing facilities for any purpose other than that for which they are constructed and will not permit any foreign substance of any kind to be thrown therein. Tenant shall bear the expense of repairing any damage on or off the Premises, resulting from a violation of this provision by Tenant or Tenant's employees, agents or invites; b. will comply with all laws and ordinances and all rules and regulations of governmental authorities and all recommendations of the Association of Fire Underwriters with respect to the use or occupancy of the Premises; c. will not undertake any alterations to the Premises which violate the ADA; d. will comply with all rules and regulations enacted by Landlord for the use and care of the Premises, the Property and the Common Facilities. Landlord shall have the right to amend, delete from and add to the rules and regulations; e. will not use electrical appliances which will overload the electrical services supplied by Landlord for normal office lighting and office equipment. Tenant shall provide any additional electrical service it may need at its own cost and expense, in accordance with specifications approved by Landlord in writing, in advance; f. will not use or operate any machinery that, in Landlord's opinion, is harmful to the Premises or the Property or disturbing to other tenants; g. will not place any weights in any portion of the Premises or the Property beyond the safe carrying capacity of the structure; h. will not manufacture any commodity or, except for Tenant's own use, prepare or dispense any food or beverages in the Premises; i. will not remove or attempt to remove any of Tenant's goods or property from the Premises, other than in the ordinary course of business, without first having paid Landlord all rent which may become due during the entire term of this Lease; j. will not obstruct any sidewalks, halls, passageways, elevators or stairways; k. will not bring in to or remove from the Property any heavy or bulky object except with the aid of experienced movers or riggers approved in writing by Landlord; 1. will not keep any animal in or about the Premises; m. will not use any part of the Premises as sleeping rooms or apartments; n. will not allow any vending machines in the Premises; and o. will not make any penetrations to the roof or common areas, without the advance written consent of Landlord, which may be withheld in the sole discretion of Landlord. p. will maintain an account with current electrical utility provider (Florida Power and Light) throughout the term of this Lease and be fully responsible for all costs associated therewith. q. will enter into and maintain and repair through the term of the Lease, a regularly scheduled preventative maintenance/repair service contract for servicing all hot water, heating and air conditioning systems and equipment within the Premises, including but not limited to change filters, cleaning of coils, Freon, etc. Landlord requires a qualified HVAC contractor perform this work. A certificate must be provided to the Landlord upon occupancy of the leased Premises. The service contract must become effective within fifteen (15) days 2 �eAN t Lan8Pord SS DocuSign Envelope ID: 5731 BOC1-7871-4903-A1 B6-37249C1 BB08B of occupancy, and service visits shall be performed on a monthly basis. Landlord suggests that Tenant send the following list to a qualified HVAC contractor to be assured that these items are included in the maintenance contract: 1. Adjust belt tension; 2. Lubricate all moving parts, as necessary; 3. Inspect and adjust all temperature and safety controls; 4. Check refrigeration system for leaks and operation; 5. Check refrigeration system for moisture; 6. Inspect compressor oil level and crank case heaters; 7. Check head pressure, suction pressure and oil pressure; 8. Inspect air filters and replace when necessary; 9. Check space conditions; 10. Check condensate drains and drain pans and clean, if necessary; 11. Inspect and adjust all valves; 12. Check and adjust dampers; 13. Run machine through complete cycle. r. will use maximum 2.78 per 1,000 unreserved and unassigned parking spaces in common with all other Tenants within Westpark. s. will clean the windows and store front on a regular basis. 10. TENANTS PROPERTY. Tenant is responsible for payment of all taxes assessed against any leasehold interest or personal property of Tenant. Landlord shall not be responsible for any damage to personal property of Tenant or others on the unless caused by Landlord's gross negligence and/or Landlord's intentional actions. 11. TRADE FIXTURES. All trade fixtures installed by Tenant shall be the property of Tenant and shall be removed at the termination of this Lease or any renewal or extension if Tenant is not in default under any covenant of this Lease and if Tenant promptly repairs any damage to the Premises caused by the removal. If Tenant fails to remove any trade fixtures, the trade fixtures shall be deemed abandoned and shall become the property of Landlord or, at Landlord's option, may be removed from the Premises and stored, at the expense of Tenant, which expense shall constitute additional rent. Lighting fixtures, heating and air conditioning equipment, plumbing and electrical systems and fixtures and floor covering shall not be considered trade fixtures and shall become the property of Landlord upon installation, without any compensation to Tenant. 12. ALTERATIONS. Tenant agrees, at its own cost and expense, to perform any work in compliance with all conditions, more particularly described in Exhibit "C". Except as provided in Exhibit C", Tenant shall not make any alterations or improvements to the Premises without prior written consent of Landlord. In applying for consent, Tenant shall submit to Landlord reasonable plans and specifications for the proposed work and an estimate of the anticipated cost. If Landlord decides to grant consent, Landlord may impose such conditions as to permits, insurance, bonds and waivers and releases of mechanic's liens as Landlord in its sole discretion deems advisable. Any alterations or improvements made by Tenant with the consent of Landlord shall become the property of Landlord and shall remain upon the Premises at the termination of this Lease unless Landlord, as a condition of approval, requires Tenant to restore the Premises at termination to its condition prior to the making the alterations or improvements. All alterations, decorations and improvements made by or for Tenant shall remain the property of Tenant. Upon expiration of this Lease, Landlord has the option of requiring Tenant to remove the same and restore the Premises to the way it was before the improvements. If Tenant does not do so, Landlord may keep the alterations, etc. and/or restore the Premises to its original condition. Tenant shall be responsible for all cost of same as well as any damage for any delay resulting from violation of this paragraph. 13. SURRENDER OF PREMISES. At the termination of this tenancy, Tenant shall peaceably surrender the Premises in the same condition of cleanliness, repair and sightliness as the Premises were in upon the Commencement Date reasonable wear and tear excepted. Tenant shall also surrender all keys for the Premises to Landlord and inform Landlord of all combinations on locks, safes and vaults, if any, in the Premises. Tenant's obligation to perform this covenant shall survive termination of this Lease. 14. Intentionally Deleted. 15. Intentionally Deleted. 16. RIGHTS OF LANDLORD. a. Except in the event of emergency, in which case no notice is required, Landlord and Landlord's agents shall have the right to enter the Premises, by providing Tenant with no less than two (2) days prior written notice to show to prospective purchasers or tenants, and to inspect and make repairs, alterations, improvements or additions. Entry upon the Premises shall not be deemed an eviction of Tenant and the rent reserved in this Lease shall not abate while any repairs, alterations, improvements or additions are being made. Landlord shall not be liable to Tenant for any damage, decrease or loss of business occurring either during or after the making of any repairs, alterations, improvements or additions unless caused by Landlord's gross negligence and/or Landlord's intentional actions. During the 3 rI�N Lrir-Pasnt tYRilord DocuSign Envelope ID: 5731 BOC1-7871-4903-A1 B6-37249C1 BB08B six (6) months prior to the expiration of the term of this Lease or any renewal thereof, Landlord may exhibit the Premises to prospective tenants or purchasers and place upon the Premises "For Rent" or "For Sale" signs which Tenant shall permit to remain upon the Premises without molestation. If Tenant or a designee of Tenant is not present to open the Premises when entry is necessary or permissible, Landlord or its agents may enter the Premises by a master key or may forcibly enter thereon, without rendering Landlord or the agent liable and without affecting the obligations of Tenant. The reservation of rights in this Section shall not be construed as imposing upon Landlord any obligation or liability for care, maintenance or repair except as specifically provided in this Lease. b. Landlord may place conduits or other facilities for utilities servicing other portions of the Property over, across or through such portions of the Premises not unreasonably interfering with the appearance thereof or conduct of business therein by Tenant. 17. LIABILITY FOR DAMAGES. Landlord shall not be liable for any injury or damage to persons or property resulting from fire, explosion, falling plaster, steam, gas, electricity, water, rain, or leaks from any part of the Premises or from the pipes, appliances or plumbing works or from the roof, street or subsurface or from any other place or by dampness or by any other cause of whatever nature unless said damages were caused by Landlords gross negligence or misconduct. Landlord shall not be liable for any such damage caused by other tenants or persons in the Premises, occupants of adjacent property, of the Project, or the public, or caused by operations in construction of any private, public or quasi -public work. Landlord shall not be liable in damages or otherwise for any latent defect in the Premises or in the building of which they form a part unless Landlord knew or should have known of the latent defect in the Premises and failed to disclose said defect to Tenant. 18. TENANT INSURANCE. Tenant is self -insured subject to Florida Statute Section 768.28. 19. ADDITIONAL COST FOR INSURANCE. If the insurance rates applicable to Landlord's fire and extended coverage insurance covering the entire building of which the Premises are a part are increased by reason of any use of the premises made by Tenant, then Tenant shall pay Landlord the increase directly resulting from the Tenant's use. The increase shall be paid on demand upon submission to the Tenant of evidence of the rate increase. 20. INDEMNITY. Landlord shall indemnify, defend and hold harmless the Tenant and its officials and employees, for claims (collectively referred to as "Indemnitees") and each of them from and against all loss, costs, penalties, fines, damages, claims, expenses (including attorney's fees) or liabilities (collectively referred to as "Liabilities") by reason of any injury to or death of any person or damage to or destruction or loss of any property arising out of, resulting from, or in connection with (i) the negligent performance or non-performance of the services contemplated by this Lease (whether active or passive) of Landlord or its employees or subcontractors (collectively referred to as "Landlord") which is directly caused, in whole or in part, by any act, omission, default or negligence (whether active or passive or in strict liability) of the Indemnitees, or any of them, or (ii) the failure of the Landlord to conform to statutes, ordinances, or other regulations or requirements of any governmental authority, local, federal or state in connection with the performance of this Lease even if it is alleged that the TENANT, its officials and/or employees were negligent. Landlord expressly agrees to indemnify, defend and hold harmless the Indemnitees, or any of them, from and against all liabilities which may be asserted by an employee or former employee of Landlord, or any of its subcontractors, as provided above, for which the Landlord's liability to such employee or former employee would otherwise be limited to payments under the state Workers' Compensation of similar laws. Landlord further agrees to indemnify, defend and hold harmless the Indemnitees from and against (i) any and all Liabilities imposed on account of the violation of any law, ordinance, order, rule, regulation, condition, or requirement, related directly to Landlord's negligent performance under this LEASE, compliance with which is left by this Lease to Landlord, and (ii) any and all claims, and/or suits for labor and materials furnished by Landlord or utilized in the performance of this Lease or otherwise. Landlord's obligations to indemnify, defend and hold harmless the Indemnitees shall survive the termination/expiration of this Lease. 21. Intentionally Deleted. 22. FIRE OR OTHER CASUALTY. If the Premises is damaged by fire or otherwise to such extent so as to interfere with their use by Tenant, the rent payable for the period commencing on the date on which Tenant gives Landlord written notice of such damage, and ending on the date on which restoration of the Premises is made usable would be reduced by an amount which bears the same ratio to the floor space leased to Tenant prior to such damage. If the Premises is totally destroyed or rendered untenable, Landlord shall have the right, but not the obligation, to render the Premises tenantable by repairs within ninety days (90) from the date that insurance claims of Landlord and Tenant shall have been settled and Landlord shall be free of all restrictions as to proceeding with the work in repair or rebuilding. If the Premises are not rendered untenable within said period, either party may elect to cancel this Lease, and it: the event of such cancellation, rent shall be paid only to the day of the fire or casualty. Full rent shall resume on the sooner of (a) fifteen (15) days after notice from Landlord to Tenant that Premises is substantially repaired, or (b) date Tenant's business operations are restored to the Property. Notwithstanding the above, Landlord may elect to cancel the Lease within ninety (90) days from damage occurring by giving thirty (30) days' notice of cancellation to Tenant. 23. SIGNS. Tenant shall not place or erect any signs, decorative devices, awnings, canopies or advertising matter which is visible from the exterior of the Premises without the prior written consent of Landlord. Provided it is approved, such signage shall be installed 4 TERA nt AN C Hord s5 DocuSign Envelope ID: 5731 BOC1-7871-4903-A1 B6-37249C1 BB08B in the locations designated by Landlord for this purpose and must be congruent with the existing signs within the Project. Any signage shall be at Tenant's sole cost and expense. It shall be Tenant's sole responsibility to obtain any and all approvals from the City of Doral and pertinent authorities at Tenant's cost and expense. At the end of the Lease Term or any renewals, Tenant shall remove the signage, at Tenant's cost and expense, and shall repair the wall, if necessary, at Landlord's satisfaction. 24. ATTORNMENT. In the event any proceedings are brought for the foreclosure of, or in the event of exercise of the power of sale under any mortgage made by the Landlord covering the Premises or in the event a deed is given in lieu of foreclosure of any such mortgage, if requested to do so, Tenant shall attorn to the purchaser or grantee in lieu of foreclosure upon any such foreclosure or sale and recognize such purchaser or grantee in lieu of foreclosure as the Landlord under this Lease. 25. SUBORDINATION. This Lease is subject and subordinate to the lien of any and all mortgages which may now or hereafter encumber or otherwise affect the Premises. Tenant shall, at Landlords, request, promptly execute a certificate or other document confirming such subordination. Tenant shall attorn to the successor to Landlord's interest herein, if requested to do so by such successor, and to recognize such successor as the Landlord under this Lease. Tenant agrees to execute and deliver upon the request of Landlord any instrument evidencing such attomment. 26. ESTOPPEL CERTIFICATE. Tenant agrees, at any time upon not less than twenty-one (21) days prior written notice by Landlord to execute a statement in writing (i) certifying that this Lease is unmodified and in full force and effect (or if there have been notifications stating such modifications), (ii) stating the dates to which the rent and any other charges here under have been paid by Tenant, (iii) stating whether or not, to the best knowledge of Tenant, Landlord is in default in the performance of this Lease, and if so, specifying each such default of which Tenant may have knowledge and (iv) stating the address to which notices to Tenant should be sent, (v) such other customary information as may be necessary and proper. 27. CONDEMNATION. a. If the Property are taken by eminent domain, this Lease shall terminate on the date which possession of the Premises is surrendered to the condemning authority, and rent shall be paid up to such date. b. In the event of any taking under the power of eminent domain which does not take the Property but which interferes substantially with the use of the balance of the Premises by Tenant, the Rent payable by Tenant shall be abated commencing on the date on which possession is taken by the condemning authority, in the proportion which the floor space so taken or made unusable bears to the floor space leased to Tenant prior to the taking. If the taking is of land only and does not interfere substantially with the use of the balance of the Premises by Tenant, there shall be no abatement of Rent. c. If the taking does not take the Property, Landlord shall (i) promptly, at its own cost and expense, restore the balance of the Premises to as near their former condition as circumstances will reasonably permit (ii) inform Tenant of its intent not to restore the Premises, thereby canceling the Lease. All damages awarded for any taking of all or any part of the improvements owned by Landlord under the power of eminent domain shall belong to Landlord. This provision shall not prevent Tenant from claiming and recovering from the condemning authority compensation for taking of Tenant's tangible property or for Tenant's loss of business, business interruption or business removal and relocation. 28. LIMITATION ON RESTORATION. When Landlord is obligated or elects to restore or repair the Premises under this Lease, such obligation or election does not include the restoration or repair of personal property of Tenant, including but not limited to equipment and trade fixtures. 29. COMPLIANCE WITH THE LAW. Tenant shall not use the Premises or permit anything to be done in or about the Premises which will in any way conflict with any law, statute, ordinance or governmental rule, regulation or requirement now in force or which may hereafter be enacted or promulgated. Tenant shall at its sole cost and expense promptly comply with all laws, statutes, ordinances and governmental rules, regulations or requirements now in force or which may hereafter be in force and with the requirements of any board of fire underwriters or other similar body now or hereafter constituted relating to or affecting the condition, use or occupancy of the Premises, excluding structural changes not related to or affected by Tenant's improvements or acts. The judgement of any court of competent jurisdiction or the admission of Tenant in an action against Tenant, whether Landlord be a party thereto or not, that Tenant has violated any law, statute, ordinance or govemmental rule, or requirement, shall be conclusive of the fact as between Landlord and Tenant. 30. WASTE OR NUISANCE. Further, Tenant shall not commit or suffer to be committed any waste upon the Premises or any nuisance or other act or thing which may disturb the quiet enjoyment of any other Tenant in the Property, or which may adversely affect Landlord's interest in the Premises or the Property. 31. LIENS. Tenant shall keep the Premises and the property in which the Premises are situated, free from any liens arising out of any work performed, materials furnished, or obligations incurred by Tenant. Failure to do so shall constitute a default hereunder without 5 rArN t Crrt8Iord DocuSign Envelope ID: 5731 BOC1-7871-4903-A1 B6-37249C1 BB08B notice or grace period. Nothing contained in this Lease shall be construed as a consent on the part of the Landlord to subject the estate of the Landlord to liability under the Construction Lien Law of the State of Florida, it being expressly understood that Landlord's estate shall not be subject to liens for improvements made by the Tenant. Tenant shall notify every contractor making improvements of this provision. The Tenant agrees to execute, acknowledge and deliver without charge, if requested by Landlord, a Memorandum of Lease, in recordable form, containing a confirmation that the interest of the Landlord shall not be subject to liens for improvements made by Tenant to the Premises. Landlord may take such action as it deems appropriate to remove a lien. Tenant agrees to indemnify and hold Landlord harmless from any damage, loss cost or expense incurred by Landlord as a result of a claim of lien. 32. ASSIGNMENT AND SUBLETTING. Tenant shall not assign, transfer, mortgage, pledge, hypothecate or encumber this Lease, or any interest therein, and shall not sublet the Premises or any part thereof, or any right or privilege appurtenant thereto, or suffer any other person (the agents and servants of Tenant excepted) to occupy or use the Premises, or any portion thereof, without the written consent of Landlord. A consent to one assignment, subletting, occupation or use by another person shall not be deemed to be a consent to any subsequent assignment, subletting, occupation or use by another person. Any assignment or subletting, without consent shall be void, and shall, at the option of Landlord, terminate this Lease. This Lease shall not, nor shall any interest therein, be assignable as to the interest of Tenant by operation of law without the written consent of Landlord. Notwithstanding any assignment or sublease, Tenant shall remain fully liable on this Lease and shall not be released from performance of any of the terms, covenants and conditions thereof. Tenant shall pay an administrative fee of $350.00 in connection with any assignment or sublease. 33. HOLDING OVER. Tenant shall pay Landlord double the amount of the daily base rent in effect immediately prior to termination for each day Tenant retains possession of the Premises after termination. Tenant shall also pay all damages sustained by Landlord by reasons of such retention and indemnify Landlord from and against claims by succeeding Tenant because of delay. However, if Landlord gives notice to Tenant of Landlord's election thereof, such holding over shall constitute renewal of this Lease from month to month or for one year, whichever shall be specified in the notice. Acceptance by Landlord of rent after termination shall not constitute a renewal. This provision shall not be deemed to waive Landlord's right of reentry or any other right. 34. BANKRUPTCY OR INSOLVENCY. Either (a) the appointment of a receiver to take possession of all or substantially all of the assets of Tenant or (b) an assignment by Tenant for the benefit of creditors or (c) any action taken or suffered by Tenant under any insolvency, bankruptcy or reorganization act, shall constitute a breach of this Lease by Tenant. Upon the happening of any such event, this Lease shall terminate five (5) days after written notice of termination from Landlord to Tenant. In no event shall this Lease be assigned or assignable by operation of law or by voluntary or involuntary bankruptcy proceedings or otherwise and in no event shall this Lease or any rights or privileges hereunder be an asset of Tenant under any bankruptcy, insolvency or reorganization proceeding. 35. DEFAULT. Each of the following shall be deemed to be a default by Tenant and a breach of this Lease: a. Default in the payment of rent or any other sums due hereunder, or any part thereof for a period of three (3) days after Landlord gives Tenant written notice of such default. b. Default in the performance of any other covenant or condition of this Lease or of the rules and regulations for the building in which the Premises are located for a period greater than that reasonably required to cure such default by diligent action after written notice by Landlord to Tenant. c. Abandonment by Tenant of the Premises. d. Default in payment of any sums due or in the performance of any other covenant or condition of any other lease between Landlord and Tenant. 36. REMEDIES ON DEFAULT. In addition to the remedies provided by Chapter 83, Florida Statutes, Landlord shall have the following remedies: a. Landlord may reenter the Premises immediately and terminate the Lease. The duties and liabilities of the parties upon such are as follows: 1.) In addition to Tenant's liability to Landlord for breach of the Lease, Tenant shall be liable for all expenses of the alterations and repairs of the Landlord. Tenant shall pay to Landlord such expenses on the dates the rent are due provided herein, minus the rent received by Landlord from reletting. b. Any and all rights, remedies and options given in this Lease to Landlord shall be cumulative and in addition to and without waiver of or in derogation of any right or remedy given to it under any law now or hereafter in effect. 37. TRANSFER BY LANDLORD. If Landlord assigns sells or conveys its interest in the Lease or the building containing the Premises. Landlord shall be released from any future liability upon any of the covenants or conditions, expressed or implied; herein contained in favor of Tenant, and Tenant agrees to look solely to the responsibilities of the successor in interest of Landlord. This Lease shall not be affected by any such sale, and Tenant agrees to attom to the purchaser or assignee. 38. RIGHT OF LANDLORD TO PERFORM. a. All covenants and agreements to be performed by the Tenant under any of the terms of this Lease shall be performed by the Tenant at Tenant's sole cost and expense and without any abatement of rent. If the Tenant fails to pay any sum of money, other than rent, 6 T nt En°*lord S DocuSign Envelope ID: 5731 BOC1-7871-4903-A1 B6-37249C1 BB08B required to be paid by it or fails to perform any other act on its part to be performed hereunder, and such failure continues for ten (10) days after notice by the Landlord, the Landlord may, but shall not be obligated, make any such payment or perform any such other act on the Tenant's part to be made or performed as in the Lease provided. Tenant's obligations shall not he waived by Landlord's exercise of this option. b. All sums paid by the Landlord and all necessary incidental costs together with interest thereon at the rate of one and one-half percent (1-'/2 %) per month from the date of payment by the Landlord shall be payable to the Landlord on demand and the Tenant covenants to pay any such sums, and the Landlord shall have (in additional to any other right or remedy of the Landlord) the same rights and remedies in the event of the nonpayment thereof by the Tenant as in the case of default by the Tenant in the payment of the rent. 39. RIGHT OF RELOCATION. Landlord has the right to relocate the Tenant to a space of comparable size and capacity within the Property and located towards the rear of the Property upon which the Premises is located. Such relocation shall be undertaken, if required, following written notice to Tenant of not less than thirty (30) days. Landlord shall bear the expense of the Tenant's move and build -out expense comparable to Tenant's existing space. 40. RULES AND REGULATIONS. Tenant agrees to comply with all rules and regulations Landlord may adopt from time to time for operation of the Property, and protection and welfare of Property, its tenants, visitors, and occupants. The present rules and regulations, which Tenant hereby agrees to comply with, are attached hereto as Exhibit "B". Landlord may amend the rules from time to time and any future rules and regulations shall become a part of this Lease, and Tenant hereby agrees to comply with the same upon delivery of a copy thereof to Tenant, providing the same do not materially deprive Tenant of its rights established under this Lease. 41. Intentionally Deleted. 42. SURRENDER OF PREMISES. The voluntary or other surrender of this Lease by Tenant, or a mutual cancellation thereof, shall not work a merger, and shall, at the option of Landlord, terminate all or any, existing subleases or, or may, at the option of Landlord, operate as an assignment to it of any or all such subleases or sub -tenancies. 43. WAIVERS. The waiver by Landlord of any term, covenant or condition herein contained shall not be deemed to be a waiver of such term, covenant or condition on any subsequent breach of the same or any other term, covenant or condition. The subsequent acceptance of rent by Landlord shall not be deemed to be a waiver of any preceding breach by Tenant of any term, covenant organization of this Lease, other than the failure of Tenant to pay the particular rental so accepted, regardless of Landlord's knowledge of such preceding breach at the time of acceptance of rent. 44. NOTICES. Unless otherwise required by statute, all notices and demands which may be or are required to be given by either party to the other shall be in writing. All notices and demands shall be sent by United States certified or registered mail, postage prepaid or hand delivered if receipt is obtained or by delivery from a recognized delivery service such as Federal Express, addressed as follows: To Landlord: 145 Albany Avenue, C/O NAI Miami, 9655 South Dixie Hwy., Suite 300, Miami, Florida 33156 To Tenant: City of Miami, C/O Department of Real Estate and Asset Management, 444 SW 2nd Ave., 3rd Floor, Miami FL, 33130 With copy to: City of Miami, C/O Miami Police Department, Office of the Chief of Police, 400 NW 2nd Ave., Miami, Fl 33128. Notices shall be deemed to have been served upon the party to whom addressed upon receipt. Either party may change its address by giving written notice of such change to the other parties. 45. COVENANT OF QUIET ENJOYMENT. If Tenant performs all the covenants and conditions of this Lease, Tenant shall, at all times during the term of this Lease, have the peaceful and quiet enjoyment and possession of the Premises. Landlord shall not be responsible for the acts or omissions of any other tenant or third party beyond the control of Landlord that may interfere with Tenant's use and enjoyment of the Premises. 46. SUCCESSORS AND ASSIGNS. The covenants and conditions herein contained shall, subject to the provisions as to assignment, apply to and bind the heirs, successors, executors, administrators and assigns of the parties. 47. HAZARDOUS MATERIALS. Subject to the remaining provisions of this paragraph, Tenant shall be entitled to use and store only those Hazardous Materials (defined below), that are necessary for Tenant's business provided that such usage and storage is in full compliance with all applicable local, state and federal statutes, orders, ordinances, rules and regulations (as interpreted by judicial and administrative decisions). Landlord shall have the right at all times during the term of this Lease to (I) inspect the Premises, (ii) conduct tests and investigations to be determine whether Tenant is in compliance with the provisions of this Paragraph, and (iii) request lists of 7 prtissnt LanBrord SS DocuSign Envelope ID: 5731 BOC1-7871-4903-A1 B6-37249C1 BB08B all Hazardous Materials used and stored or located on the Premises; the cost of all such inspections, tests and investigations to be borne by Tenant, if Landlord reasonably believes they are necessary. Tenant shall give to Landlord immediate verbal and follow-up written notice of any spills, releases or discharges of Hazardous Materials on the Premises, or in any common areas or parking lots if not considered part of the Premises, caused by the acts or omissions of Tenant or its agents, employees, representatives, invitees licensees, subtenants, customers or contractors. Tenant covenants to investigate, clean up and otherwise remedy any spill, release or discharge of Hazardous Materials caused by the acts or omission of Tenant, or its agents, employees, representatives, invitees, licensees sub -tenants, customers or contractors at Tenant's cost and expense; such investigations, clean up and remediation to be performed after Tenant has obtained Landlords written consent, which shall not be unreasonably withheld, provided, however, that Tenant shall be entitled to respond immediately to any emergency without first obtaining Landlords written consent. Tenant shall indemnify, defend and hold Landlord harmless from and against any and all claims, judgments, damages, penalties, fines, liabilities, losses, suits administrative proceedings and costs (including, but not limited to, attorney's and consultant's fees) arising from or related to the use presence, transportation, storage, disposal spill, release or discharge of Hazardous Materials on or about the Premises caused by the acts or omissions of Tenant, its agents, employees, representatives, invitees, licensees, sub -tenants, customers or contractors. Tenant shall not be entitled to install any tanks under, on or about the Premises for the storage of Hazardous Materials without the express written consent of Landlord, which may be given or withheld in Landlord's sole express written discretion. As used herein, the tem "Hazardous Materials" shall mean (i) any hazardous or toxic wastes, materials or substances, and other materials or substances, any other pollutants or contaminants which are or become regulated by all applicable local, state and federal law, including but not limited to 42 U.S.C. 6901 et seq, 42 U.S.C. 9601 et seq, any Rule or Regulations of the Florida Resource Recovery and Management Act, Chapter 403 of Florida Statues; (ii) petroleum; (iii) asbestos; (iv) polychlorinated biphenylis; and (v) radioactive materials. The provisions of this Paragraph shall survive the termination of this Lease for not less than ten (10) years from termination thereof. 48. RADON GAS. Radon is 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 the exceed federal and state guidelines have been found in Florida. Additional information regarding radon and radon testing may be obtained from your county public health unit 49. INDEMNIFICATION FOR LEASING COMMISSIONS. Each of the parties represents and warrants that it has dealt with no broker or brokers in connection with the execution of this Lease, except WLS, LC. d/b/a NAI Miami Commercial Real Estate (Robert Eckstein, Lucia Custer and Gabriel Garcia-Menocal) representing Landlord and NAIMIAMI, Claire Holash representing the Tenant. Tenant agrees to indemnify Landlord, and hold it harmless from all liabilities arising from any claim for brokerage commissions or finder's fee resulting from the indenmitor's acts (including, without limitation, the cost of counsel fees in connection therewith) except for the persons or entities set forth above., the cost of counsel fees in connection therewith) except for the persons or entities set forth above. 50. Intentionally Deleted. 51. NO PARTNERSHIP. Landlord does not, in any way or for any purpose, become a partner of Tenant in the conduct of its business, or otherwise, or joint venturer or a member of a joint enterprise with Tenant. 52. PARTIAL INVALIDITY. If any term, covenant, or condition of this Lease or the application thereof to any person or circumstances shall, to any extent, be invalid or unenforceable, the remainder of this Lease, or the application of such term, covenant, or condition to persons or circumstances other than those as to which it is held invalid or unenforceable, shall not be affected thereby and each term, covenant, or condition of this Lease shall be valid and be enforced to the fullest extent permitted by law. 53. RECORDING. Tenant shall not record this Lease or any memorandum thereof without the written consent and joinder of Landlord. 54. LIABILITY OF LANDLORD. Anything contained in this Lease, at law or in equity to the contrary notwithstanding, Tenant expressly acknowledges and agrees that there shall at no time be or be construed as being any personal liability by or on the part of Landlord under or in respect of this Lease or in any way related hereto or the Premises additions unless caused by Landlord's negligence and/or Landlord's intentional actions; it being further acknowledged and agreed that Tenant is accepting this Lease and the estate created hereby upon and subject to the understanding that it shall not enforce or seek to enforce any claim or judgment or any other matter, for money or otherwise, personally or directly against any officer, director, stockholder, partner, principal (disclosed or undisclosed), representative or agent of Landlord, but will look solely to the Landlord's interest in the Property for the satisfaction of any and all claims, remedies or judgments (or other judicial process) in favor of Tenant requiring the payment of money personally or directly from Landlord in the event of any breach by Landlord of any of the terms, covenants or agreements to be performed by Landlord under this Lease or otherwise, subject, however, to the prior rights of any ground or underlying lessors or the holders of the mortgages covering the Property, and no other assets of Landlord or owners of Landlord shall be subject to levy execution, or other judicial process for the satisfaction of Tenant's claims; such exculpation of personal liability as herein set forth be absolute, unconditional and without exception of any kind. 8 Crrfi8lord DocuSign Envelope ID: 5731 BOC1-7871-4903-A1 B6-37249C1 BBO8B 55. SPECIALLY DESIGNATED NATIONALS AND BLOCKED PERSONS LIST. Tenant represents and warrants to Landlord that neither Tenant nor any person or entity that owns or controls, is owned or controlled by or is under common ownership or control with Tenant, and Landlord represents and warrants to Tenant that neither Landlord nor any person or entity that owns or controls, is owned or controlled by or is under common ownership or control with Landlord (a) is listed on the Specially Designated Nationals and Blocked Persons List maintained by the Office of Foreign Asset Control, Department of the Treasury pursuant to Executive Order No. 13224, 66 Federal Register 49079 (September 25, 2001) or (b) has been convicted, pleaded nolo contendere, indicted, arraigned or custodially detained on charges involving money laundering or predicate crimes to money laundering. 56. TIME OF THE ESSENCE. Time is of the essence of this Lease and each and all of its provisions in which performance is a factor. 57. CUMULATIVE REMEDIES. No remedy or election hereunder shall be deemed exclusive but shall, wherever possible, be cumulative with all other remedies at law or in equity. 58. CHOICE OF LAW. This Lease shall be governed by the laws of the State of Florida. The venue for any action filed in connection herewith by either party shall be the county in which the Premises are located. Venue is Miami -Dade County. 59. WAIVER TRIAL BY JURY. THE PARTIES HERETO SHALL AND THEY HEREBY DO WAIVE TRIAL BY JURY IN ANY ACTION, PROCEEDING OR COUNTERCLAIM BY EITHER OF THE PARTIES HERETO AGAINST THE OTHER ON ANY MATTERS WHATSOEVER ARISING OUT OF OR IN ANY WAY CONNECTED WITH THIS LEASE, THE RELATIONSHIP OF LANDLORD AND TENANT, TENANT'S USE OR OCCUPANCY OF THE LEASED PREMISES, AND ANY CLAIM OF INJURY OR DAMAGE. 60. ACCEPTANCE OF FUNDS BY LANDLORD. No receipt of money by the Landlord from the Tenant after the termination of this Lease or after the service of any notice or after the commencement of any suit, or after final judgment fur possession of the Premises shall reinstate, continue or extend the term of this Lease or affect any such notice, demand or suit. 61. COLLECTIVE TERMINATION. In the event Landlord, for good faith business reasons elects to terminate and/or not renew the tenancy of all tenants in the building then Landlord shall have the right to terminate this Lease by providing Tenant written notice of such termination ("Notice") not less than one (1) year prior to the date of termination identified in the Notice. 62. ADDENDUM. There is no Addendum to this Lease. 63. REDEVELOPMENT OR SALE OF PROPERTY. Notwithstanding any other term or condition of this Lease, Landlord (or its successor, as applicable) shall have the option in its sole and absolute discretion, by delivery of written notice to such effect, to terminate the Lease ("Early Termination") effective as of a date no sooner than twelve (12) months written notice ("Early Termination Date"). Where Landlord (or its successor) gives written notice of Early Termination, the Lease shall be deemed automatically amended so that the Lease shall naturally expire upon the Early Termination Date as though same had been specified from inception as the last day of the natural Term. Tenant covenants and agrees to abide by and timely fulfill its obligations of surrender under this Lease upon such Early Termination Date. Furthermore, any such Early Termination shall also automatically be deemed to extinguish and cancel any renewal or extension options or rights of expansion or first opportunity or offer (the parties acknowledge that none of same shall be deemed even to have existed or to have arisen unless same have been expressly set out in writing in the Lease or in an amendment thereof). The foregoing provisions, including Tenant's covenant to timely surrender upon the Early Termination Date, constitute material inducements to Landlord's willingness to enter into this Lease, without which Landlord would not have done so. 64. Intentionally Omitted. 65. COMPLETE AGREEMENT. This Lease, including all Exhibits, constitutes the entire agreement between parties; it supersedes all previous understandings and agreements between the parties, if any, and no oral or implied representation or understandings shall vary its terms, and it may not be amended except by a written instrument executed by both parties. 66. REPRESENTATION AND LIABILITY. The person executing this document on behalf of the Tenant represents that the Tenant and any entity signing on behalf of Tenant are valid and existing entities authorized to do business in the State of Florida and that the actual signatory is fully authorized to act on behalf of the entity(ies) for which the individual is purportedly signing. If any of the above representations are inaccurate or untrue and, as a result thereof, the entity entering into this Lease cannot be held liable thereunder, it is specifically understood that the individual executing this Lease will be obligated under the Lease as if the Lease was entered into in the signatory's individual name and Landlord may thereafter take such action as is necessary and appropriate against the signatory of this document in the signatory's individual capacity. 67. COUNTERPARTS; ELECTRONIC SIGNATURES. This Lease may be executed in any number of counterparts, each of which so executed shall be deemed to be an original, and such counterparts shall together constitute but one and the same Lease. The Parties 9 PN oihnt Crrfillord DocuSign Envelope ID: 5731 BOC1-7871-4903-A1 B6-37249C1 BBO8B shall be entitled to sign and transmit an electronic signature of this Lease (whether by facsimile, PDF or other email transmission), which signature shall be binding on the Party whose name is contained therein. Any Party providing an electronic signature agrees to promptly execute and deliver to the other Parties an original signed Lease upon request. -- END OF LEASE — [SIGNATURES ON FOLLOWING PAGE] 10 Te` ant N --naiord DocuSign Envelope ID: 5731 BOC1-7871-4903-A1 B6-37249C1 BBO8B IN WITNESS WHEREOF, Landlord and Tenant have executed this Lease on the first day and year set forth below: CITY OF MIAMI ("TENANT") DocuSigned by: A!� Iv0(1e�a D42A ARTHUR NORIEGA V. CITY MANAGER CITY OF MIAMI, FLORIDA 145 ALBANY AVENUE, LLC. ("LANDLORD") DocuSigned by��: AA NAME:SamueE'ic1-r`Ziial�" TITLE: Managing partner October 24, 2022 1 17:26:10 EDT October 20, 2022 1 18:17:05 EDT Date: Date: Attest: DocuSigned by: r E46D�.. TODD B. HANN569DGONFF450. CITY CLERK APPROVED AS TO FORM AND CORRECTNESS: DocuSigned by: Froonrarro457... VICTORIA MENDEZ CITY ATTORNEY Matter ID#: 22-2236[(p October�l21, 2022 I DocuSigned by: 12:59:07 EDT APPROVED AS TO INSURANCE REQUIREMENTS: [-DocuSigned by: Frame aotkv) �-7393G &1-8�-14E7... ANN-MARIE SHARPE RISK MANAGEMENT 11 Tertignt AN Fan8S cord DocuSign Envelope ID: 5731 BOC1-7871-4903-A1 B6-37249C1 BB08B EXHIBIT A SKETCH OF LEASED PREMISES This sketch is provided and is intended for illustration purposes solely. Thus, it may or may not be accurate. 12 �aAtllord SS DocuSign Envelope ID: 5731 BOC1 -7871 -4903-A1 B6-37249C1 BBO8B EXHIBIT A-1 I.egiI Deacripticn fur: THE LEGAL DESCRIPTION BELOW IS SUBJECT CHANGE WITH NO EFF C T ON THE TENANTS USE 4F THE PRPWSES. The Ease lP2 of SW I t4 of the SE lea of SeGiOn 27, Temrethip 33 South. R8t1 a 40 Falk tem the Wail 160 feat a leas the South 803 feet thereof, ag measured parallel to the South fine of file SE 114 (Sectlou 27.Township 53 South, Range 40 EaYe), lying an¢ being inINukCourity, PIoelda, LESS the following descried ?muds deeded to Dada County to. road right-of-way: a1 The North 15 feet and Rut 35 feet of the East 1 /2 of the S'9te 114 of the SE I/4 of Scotian 27, Township 53 SOSO. Range 40 1.nat, Dade County, neefda. Lem lie OYes4 1 b4 feet thereof; b} fh+a area bounded by the South Ilne of tlxtticcth 35 foci of the Fast 1)2 of the SW lid oS the SE lid of said Stew! 27, and Wooded by 'the West lisle Of the Fait feet- of the East in of 1ho SW Ii4 of the 5E 1.)4 of said Set icu- 27. and toarded b3' 25-foot radian arc c Grua to the Soulhweat, acid aro being tangent la both ofthe lase described limes.. 13 '%-ant AN �-cford SS DocuSign Envelope ID: 5731 BOC1-7871-4903-A1 B6-37249C1 BB08B EXHIBIT B RULES AND REGULATIONS 1. Sidewalks, doorways, vestibules, halls, stairways and similar areas shall not be obstructed by tenants or used for any purpose other than access to and from the Leased Premises and for going from one to another part of the Building. 2. Plumbing fixtures and appliances shall be used only for purposes constructed, and no sweeping, rubbish, rags or other unsuitable materials shall be thrown or placed within such fixtures or appliances. Any damage resulting from such misuse of the Leased Premises or the Building Property or any portion thereof shall be paid by Tenant, and Landlord shall not in any case be responsible for such. 3. No signs, advertisements or notices shall be painted or affixed on or to any windows or doors or other part of the Building, except of such color, size and style and in such places as shall be first approved in writing by Landlord. No nails, hooks or screws shall be driven or inserted in any part of the Building, after Tenant's improvements are completed, except by the building maintenance personnel; nor shall any part of the Building be defaced by tenants. 4. A directory will be placed by Landlord, at its expense, in a conspicuous place in the Building. No other directories will be permitted, unless previously authorized by Landlord in writing. 5. Tenants shall not do, or permit anything to be done, in or about the Building, or bring or keep anything there, that will in any way increase the rate of fire or other insurance on the Building, or on property kept there, or obstruct or interfere with the rights of, or otherwise injure or annoy other tenants, or do anything in conflict with the valid pertinent laws, rules or regulations of Landlord or any governmental authority. 6. Tenant shall notify Landlord's Agent and the Park's on -site management office when safes or other heavy equipment are to be taken in or out of the Building, and such moving shall be done under the supervision of Landlord's Agent and the Park's on -site management office, after written permission from Landlord. Persons employed to move such property must be acceptable to Landlord. 7. Tenants shall not make or permit any improper noises in the Building, or otherwise interfere in any way with other tenants, or persons having business with them. 8. Nothing shall be swept or thrown into the corridors, halls, elevator shafts or stairways. No birds or animals shall be brought into or kept in or about the Building. 9. No machinery of any kind (other than normal office equipment and such vehicles and equipment to be stored at the Premises in Tenant's regular course of business) shall be operated on the Leased Premises or elsewhere on the Building Property without the prior written consent of Landlord, who may condition such consent upon the payment by Tenant of additional rent as compensation for excess consumption of water or electricity, or both, occasioned by the operation of such machinery; nor shall Tenant use or keep in the Building any inflammable or explosive fluid or substance, or any illuminating material, except candles. 10. Movement in or out of the Building of fumiture or office equipment, or dispatch or receipt by Tenant of any merchandise or materials which requires use of elevators or stairways, or movement through Building entrances, such as the lobby, shall be restricted to hours designated by Landlord. All such movement shall be under supervision of Landlord's Agent and the Park's on -site management office, by pre -arrangement. Such pre -arrangement must be initiated by Tenant and will be subject to the decision and control by Landlord's Agent and the Park's on -site management office of the time, method and routing of movement, and limitations imposed by safety or other concerns which may prohibit any article, equipment or any other item from being brought into the Building. Tenant is to assume all risks of damage to articles moved and injury to persons or public engaged or not engaged in such movement, including equipment, property and personnel of Landlord or Landlord's Agent, if damaged or injured as a result of acts in connection with providing this service to Tenant, from time of the beginning through the completion of the moving or delivery; and neither Landlord nor the Landlord Indemnified Parties shall be liable for acts of any persons engaged in, or any damage or loss to any of said property or persons resulting from, any act in connections with such activities. 11. No draperies, shutters, or other window coverings shall be installed on exterior windows, walls or doors facing public corridors without Landlord's prior written approval. Landlord shall have the right to require installation and use of uniform window coverings. 12. No portion of the Leased Premises or any other part of the Building shall at any time be used or occupied as sleeping or lodging quarters. 14 (ennt AN --an8iord DocuSign Envelope ID: 5731 BOC1-7871-4903-A1 B6-37249C1 BBO8B 13. Landlord will not be responsible for lost or stolen property, equipment, money, or jewelry from the Leased Premises or any other portion of the Building, regardless of whether such loss occurs when the area in question is locked against entry. 14. Landlord specifically reserves the right to refuse admittance to the Building from 7 p.m. to 7 a.m. daily, or on Sundays or on legal holidays, to any person or persons who cannot furnish satisfactory identification, or to any person or persons who, for any other reason, in Landlord's or Landlord's Agent's judgment, should be denied access to the Building. Landlord, for the protection of the Building tenants and their effects, may prescribe hours and intervals during the night on Sundays and holidays, when all persons entering and departing the Building shall be required to enter their names, the offices to which they are going (or from which they are leaving), and the time of entrance or departure in a register provided for that purpose by Landlord or Landlord's Agent. 15. Landlord reserves the right to rescind any of these Rules and make such other further reasonable rules and regulations that Landlord shall from time to time believe conducive to the safety, protection, care and cleanliness of the Building and the Building Property, its operation, the preservation of good order, and the protection and comfort of its tenants, their agents, employees and invitees, which Rules, when made and notice of them given to Tenant, shall be binding upon Tenant as if originally prescribed herein, 16. Tenant shall comply with all of the above rules and regulations, as may be amended pursuant to subsection 15 above, provided the same do not diminish Tenant's use of the Premises in Tenant's regular course of business. 15 'ffaellord S'S DocuSign Envelope ID: 5731 BOC1-7871-4903-A1 B6-37249C1 BBO8B EXHIBIT C TENANT'S WORK Any work by Tenant in the Leased Premises shall be performed by Tenant and approved in advance by Landlord. As one of the conditions for approval, Landlord may require the contractor to procure a performance bond and/or a payment bond for the benefit of Tenant and Landlord (as an additional obligee). 1. Utilities by Tenant: In connection with any work by Tenant, Tenant shall directly arrange for the procurement of the following, at Tenant's expense: (a) All building, plumbing, occupancy and other required permits, copies of which are to be furnished to Landlord. (b) Telephone service through empty conduit from Landlord's equipment room in the Building to the Leased Premises. (c) Connection to Landlord -installed utilities in the Building. 2. Non -Combustible Construction: All Tenant construction shall be non-combustible. Treated, fire resistant wood will be permitted where approved by Landlord and the applicable jurisdictional authorities. 3. Temporary Services: In the event permanent services are not made available to Tenant for and during any Tenant construction, including lighting, power, and water (but excluding any and all power for use in heating or air conditioning the Leased Premises), temporary services may be obtained, at Tenant's expense, from Landlord at cost, the amount being payable to Landlord by Tenant on demand as Additional Rent hereunder. 4. Interior Finish Work: All other work required to complete and place the Leased Premises in finished condition for the opening of Tenant's business is to be done by Tenant at Tenant's sole expense, including but not limited to the flooring and paint, in accordance with plans and specifications prepared by Tenant's architect and approved by Landlord's architect, in conformity with this Exhibit. 5. Violations: In the event Tenant is notified of any violations of building codes, ordinance regulations, requirements or guidelines, either by the applicable jurisdictional authorities or by Landlord or Landlord's Agent, due as a result of any work by Tenant, Tenant shall, at its expense, correct such violations, to the reasonable satisfaction of Landlord's Agent and the Park's on -site management staff, within three (3) calendar days after such notification (or shall commence to cure such violations and diligently pursue completion in the event not reasonably practicable to complete within 3 calendar days). PROCEDURE Office Plans: In connection with any proposed work, Tenant shall supply, at its sole expense, Landlord with four (4) sets of office plans and specifications. These plans should include reflected ceiling plan, interior layout and finish, plumbing plans and mechanical and electrical plans, and should be submitted for approval within thirty (30) days after execution of the Lease. These plans shall be prepared at a scale of 1/8 inch equals 1 foot. Landlord's architect shall be entitled to require any changes in such plans and specifications as it deems necessary, and Tenant shall make such changes and resubmit such plans for approval. Such process shall be repeated as often as necessary until Landlord's architect has given final approval to Tenant's plans and specifications. 16 'That Lan8rord s5 DocuSign Envelope ID: 5731 BOC1-7871-4903-Al B6-37249C1 BBO8B City of Miami Resolution R-22-0355 Legislation City Hall 3500 Pan American Drive Miami, FL 33133 www.miamigov.com File Number: 12510 Final Action Date: 9/22/2022 A RESOLUTION OF THE MIAMI CITY COMMISSION, WITH ATTACHMENT(S), AUTHORIZING THE CITY MANAGER TO NEGOTIATE AND EXECUTE A LEASE AGREEMENT ("AGREEMENT"), IN A FORM ACCEPTABLE TO THE CITY ATTORNEY BETWEEN THE CITY OF MIAMI ("CITY") AND 145 ALBANY AVENUE, LLC ("LESSOR"), FOR THE CITY'S USE OF APPROXIMATELY TWO THOUSAND SEVEN HUNDRED AND FIFTY-EIGHT (2,758) RENTABLE SQUARE FEET OF WAREHOUSE/OFFICE SPACE, LOCATED AT 2858 NW 79TH AVENUE, MIAMI, FLORIDA 33122 FOR THE OPERATION OF THE INTERNAL AFFAIRS DIVISION OF THE CITY'S POLICE DEPARTMENT, WITH A MONTHLY RENTAL FEE OF APPROXIMATELY FIVE THOUSAND SEVEN HUNDRED AND FORTY-SIX DOLLARS ($5,746) ($25 PER SQUARE FOOT PER YEAR), WITH ANNUAL INCREASES FOR A TERM OF FIVE (5) YEARS, AS MORE PARTICULARLY DESCRIBED IN THE PROPOSAL ATTACHED AND INCORPORATED AS EXHIBIT A; ALLOCATING FUNDS FROM THE CITY POLICE DEPARTMENT'S BUDGET, WITH TERMS AND CONDITIONS TO BE MORE SPECIFICALLY SET FORTH IN SAID AGREEMENT. WHEREAS, the City of Miami ("City") Police Department's Internal Affairs Division ("Division") currently has a lease for warehouse and office space that is set to expire September 30, 2022; and WHEREAS, the Division continues to need such warehouse and office space and has sought to identify alternative locations for rent to fit the Division's needs; and WHEREAS, the City's Department of Real Estate and Asset Management, with broker NAI Miami's assistance, has identified a property for lease located at 2858 NW 79th Avenue, Doral, Florida 33122 ("Premises") which fits the Division's needs; and WHEREAS, the City and NAI negotiated a rental rate for the use and occupancy of the Premises at a rate of Twenty -Five dollars ($25) per square foot on an annual basis, escalating by five percent (5%) on each anniversary thereafter; and WHEREAS, the City and 145 Albany Avenue, LLC ("Lessor"), wish to enter into a Lease Agreement ("Agreement") commencing on or about October 1, 2022 and expiring five (5) years thereafter, subject to the terms set forth in the proposal, attached and incorporated as Exhibit A ("Proposal"); and NOW, THEREFORE, BE IT RESOLVED BY THE COMMISSION OF THE CITY OF MIAMI, FLORIDA: Section 1. The recitals and findings contained in the Preamble to this Resolution are hereby adopted by reference and incorporated as fully set forth in this Section. City of Miami Page 1 of 2 File ID: 12510 (Revision:) Printed On: 9/27/2022 DocuSign Envelope ID: 5731 BOC1-7871-4903-A1 B6-37249C1 BB08B File ID: 12510 Enactment Number: R-22-0355 Section 2. The City Manager is hereby authorized' to negotiate and execute an Agreement, in a form acceptable to the City Attorney, between the City and Lessor, for the purpose of entering into the Agreement between the City and Lessor for the use of approximately two thousand seven hundred and fifty-eight (2,758) rentable square feet of warehouse/office space located at 2858 NW 79th Avenue, Miami, Florida 33122 for the operation of the Division, with a monthly rental fee of five thousand seven hundred and forty-six dollars ($5,746) ($25 per square foot per year), with annual increases for a term of five (5) years, as more particularly described in the Proposal, with funds allocated from the City Police Department's budget, with terms and conditions as more specifically set forth in said Agreement. Section 3. This Resolution shall become effective immediately upon its adoption. APPROVED AS TO FORM AND CORRECTNESS: ndeU� ttor ey 9/12/2022 1 The herein authorization is further subject to compliance with all requirements that may be imposed by the City Attorney, including but not limited to those prescribed by applicable City Charter and Code provisions. City of Miami Page 2 of 2 File ID: 12510 (Revision:) Printed on: 9/27/2022 DocuSign Envelope ID: 5731 BOC1-7871-4903-A1 B6-37249C1 BBO8B Detail by Entity Name FLORIDA DEPARTMENT Of STATE DIVISION OF CORPORATIONS DIVISION of 5ta4Iz CORPORATIONS ari official Stale rrfFlorida wehrsite Department of State / Division of Corporations / Search Records / Search by Entity Name / Detail by Entity Name Foreign Limited Liability Company 145 ALBANY AVENUE, LLC Filing Information Document Number M08000005416 FEI/EIN Number 11-3469953 Date Filed 12/15/2008 State NY Status ACTIVE Principal Address 2-4 BLOOMINGDALE RD HICKSVILLE, NY 11801 Mailing Address 2-4 BLOOMINGDALE RD HICKSVILLE, NY 11801 Registered Agent Name & Address MIAMI, NAI 9655 S DIXIE HIGHWAY, STE 300 MIAMI, FL 33156 Address Changed: 01/22/2013 Authorized Person(s) Detail Name & Address Title MGR SHOCHAT, SAMUEL 2-4 BLOOMINGDALE RD HICKSVILLE, NY 11801 Annual Reports Report Year Filed Date 2020 01/20/2020 2021 04/08/2021 2022 02/25/2022 Document Images https://search.sunbiz.org/Inquiry/CorporationSearch/Search ResultDetail?inquirytype=EntityName&directionType=Initial&search NameOrder=145ALBA... 1/2 DocuSign Envelope ID: 5731 BOC1-7871-4903-A1 B6-37249C1 BB08B Detail by Entity Name 02/25/2022 -- ANNUAL REPORT 04/08/2021 -- ANNUAL REPORT 01/20/2020 -- ANNUAL REPORT 01/30/2019 -- ANNUAL REPORT 01/29/2018 -- ANNUAL REPORT 02/10/2017 -- ANNUAL REPORT 01/18/2016 -- ANNUAL REPORT 01/15/2015 -- ANNUAL REPORT 01/16/2014 -- ANNUAL REPORT 01/22/2013 -- ANNUAL REPORT 01/12/2012 -- ANNUAL REPORT 02/11/2011 -- ANNUAL REPORT 02/15/2010 -- ANNUAL REPORT 03/25/2009 -- ANNUAL REPORT 12/15/2008 -- Foreign Limited View image in PDF format View image in PDF format View image in PDF format View image in PDF format View image in PDF format View image in PDF format View image in PDF format View image in PDF format View image in PDF format View image in PDF format View image in PDF format View image in PDF format View image in PDF format View image in PDF format View image in PDF format Florida Department of State, Division of Corporations https://search.sunbiz.org/Inquiry/CorporationSearch/Search ResultDetail?inquirytype=EntityName&directionType=Initial&search NameOrder=145ALBA... 2/2 Olivera, Rosemary From: Lila, Sandy Sent: Tuesday, October 25, 2022 3:25 PM To: Lee, Denise; Olivera, Rosemary Cc: Hannon, Todd; Lorenzo, Jacqueline; Rivers, Michael Subject: Matter ID # 22-2236 145 Albany Avenue, LLC Executed Agreement - 10/25/2022 Attachments: Complete_with_DocuSign_IA_Warehouse2.pdf Good afternoon, Please find attached the fully executed copy of an agreement from DocuSign that is to be considered an original agreement for your records. Matter ID # 22-2236 145 Albany Avenue, LLC Executed Agreement - 10/25/2022 Kind regards, Sandy Lila Lease Manager Department of Real Estate and Asset Management 444 SW 2 Avenue, 3rd Floor Miami, Florida 33130 slila@miamigov.com 0: (305)416-1461 1