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HomeMy WebLinkAbout24982AGREEMENT INFORMATION AGREEMENT NUMBER 24982 NAME/TYPE OF AGREEMENT KEI 3567 NW 33 WRHS LLC DESCRIPTION INDUSTRIAL LEASE/3320 NW 35 AVENUE MIAMI, FL 33142 FOR STORAGE OF POLICE EQUIPMENT/FILE ID: 15011/R-23- 0497/MATTER ID: 23-2148 EFFECTIVE DATE April 23, 2024 ATTESTED BY TODD B. HANNON ATTESTED DATE 5/14/2024 DATE RECEIVED FROM ISSUING DEPT. 5/17/2024 NOTE DOCUSIGN AGREEMENT BY EMAIL CITY OF MIAMI DOCUMENT ROUTING FORM ORIGINATING DEPARTMENT: DREAM DEPT. CONTACT PERSON: DAVID PIVOVAROV EXT.: TEAMS NAME OF OTHER CONTRACTUAL PARTY/ENTITY: KEI PROPERTIES (KEI 3567 NW WRHS LLC) IS THIS DOCUMENT TO BE EXPEDITED/RUSH ❑ YES ®NO TOTAL CONTRACT AMOUNT: $ FUNDING INVOLVED? OYES NO TYPE OF AGREEMENT: ❑ MANAGEMENT AGREEMENT ❑ PROFESSIONAL SERVICES AGREEMENT ❑ GRANT AGREEMENT ❑ EXPERT CONSULTANT AGREEMENT ❑ LICENSE AGREEMENT ❑ PUBLIC WORKS AGREEMENT El MAINTENANCE AGREEMENT ❑ INTER -LOCAL AGREEMENT ® LEASE AGREEMENT ❑ PURCHASE OR SALE AGREEMENT OTHER: (PLEASE SPECIFY): PURPOSE OF ITEM (BRIEF SUMMARY): Lease agreement b/w City and KEI Properties for warehouse space for use by Miami PD. COMMISSION APPROVAL DATE: 11/16/2023 FILE ID: 15011 ENACTMENT NO: R-23-0497 IF THIS DOES NOT REQUIRE COMMISSION APPROVAL, PLEASE EXPLAIN: ROUTING 4 FORMAT! fN Date PLEASE PRINT AND SIGN APPROVAL BY DEPARTMENTAL DIRECTOR May 9, 2024 I 10 : 3 3 : 06 EDT PRINT: ANDREW FREY sIened e,: SIGNATURE: A"'�`v" Frer SUBMITTED TO RISK MANAGEMENT May 9, 2024 I 11:00:29 EDT PRINT: ANN-MARIE SHARPE SIGNATURE: Trod, 6''5 Matter ID 23-2148 ° SUBMITTED TO CITYATTORIEY May 9, 2024 18:43:57 EDT "g, PRINT: GEORGE K. WYSONG III Oac4Slend by; SIGNATURE: r , tzT'I ill �eex�e,rree:vea.,. APPROVAL BY ASSISTANT CITY MANAGER May 13, 2024 I 16 :15 : 07 EDT PRINT: LARRY SPRING, JR. SIGNATURE: f y SphL RECEIVED BY CITY MANAGER May 14, 2024 1 12:11:29 EDT PRINT: ART NORIEGA, V ° ecuSlgoetl SIGNATURE: Qomr 4ritty- SUBMITTED TO THE CITY CLERK May 14, 2024 I 16:05:02 EDT PRINT: TODD B. HANNON °°`"'"°.dby, SIGNATURE:( PLEASE ATTACH THIS ROUTING FORM TO ALL DOCUMENTS THAT REQUIRE EXECUTION BY THE CITY MANAGER INDUSTRIAL LEASE by and between KEI 3567 NW 33 WRHS LLC "LANDLORD" and THE CITY OF MIAMI "TENANT" INDUSTRIAL LEASE 1. Definitions. The following are definitions of certain terrns that are used in this Lease: i) Date of this Lease: €i) Property Address: Ili) Premises: iv) Landlord: For Rent and Notices: v) Tenant Guarantor: For Notices: vi) Security Deposit: vii) Permitted Use: v€ii) Term: Landlord K 1 II'enantl April 23, 2024 3320 NW 35 Avenue Miami, Florida 33142 Suite 3320 comprised of 2,000 square feet, located in the building 3320 NW 35 Avenue, Miami, FL 33142 (the "Building") In the North Miami Business Park (the "ProJect") KEI 3567 NW 33 WRHS, LLC,. a Florida limited liability company c/o KEI Properties. 1922 NE 149th Street North Miami, Florida 33181 KEI 3567 NW 33 WRI-IS, LLC c/o KEI Properties 1922 N.E. 149th Street, North Miami, Florida 33181 Attn: Rebecca O'Meara / Property Manager The City of Miami, a Municipal Corporation of the State of Florida Non City of Miami Attn: City Manager 414 SW 2nd Avenue, 10t Floor Miami, FL 33130 City of Miami Attn: City Attorney 444 SW 2' Avenue, 9th Floor Miami, FL 33130 lawt'].,nlamigov.com City of Miami Police Department Attn: Police Chief 400 NW 2nd Avenue Miami, FL 33128 City of Miami Attn: Director Department of Real Estate and Asset Management 444 SW 2nd Avenue, 3ro Floor Miami, FL 33130 $0,00 which shall be retained during the duration of this Lease, Warehouse related to storage ofcity's police equipment. Commencement Date: May 1, 2024 Expiration Date: April 30, 2034 Fora term of One Hundred Twenty (120) months ix) Basic Monthly Rent; $ 3,500.00 from 5/1/2024 —4/30/2025 With 3% vs CPI annual increases, whichever is greater. x) Additional Monthly Rent: $ 666.67 from 5/1/2024-4/302025 (subject to change) xi) Sales Tax: Not Applicable, Tax Exempted xil) Total Monthly Rent: $ 4,166,67 from 5/1/2024 — 4/30/25 TOTAL DUE UPON EXECUTION: $4,166.67 (May 2024 Rent) xiii) Brokers: None Wherever used in this Lease, the terms "we" "us" or "our" refer to the Landlord and the terms "you" or "your" refer to the Tenant. The term "Lease" means this Industrial Lease. If this Lease is signed by more than one person as Tenant, all such persons shall be jointly and severally liable for the obligations of the Tenant under this Lease, 2. Lease, We hereby lease to you, and you hereby lease from us, the Premises for the Terrn and Rent described above. We reserve the right to relocate the Premises to another location in the Building or the Project, provided that the floor area of such substitute Premises is reasonably comparable to the Premises. 3. Possession. You may take possession of the Premises on the Commencement Date. Possession will be delivered to you in "as is condition, and by accepting it, you will be deemed to have acknowledged that the Premises was in good condition, order and repair at the time of such acceptance Including, without limitation, all mechanical and electrical Systems. 4. Common Facilities. You will have the non-exclusive right and license to use, in common with others entitled to such use, the Common Facilities, as it from time to time exists, subject to the rights that we have reserved, You must not interfere, at any time, with our rights and the rights of others entitled to use any part of the Common Facilities, and you may not store, either permanently or temporarily, any materials, supplies or equipment in or on the Common Facilities. "Common Facilities" rneans all of the Project, except (a) the Premises, (b) any other premises in the Project leased or held for lease to other tenants, and (o) any areas reserved by us for special purposes (Including, without limitation, satellite dishes and generators), as determined by us from time to time. Common Facilities shall include the Parking Area, any walks and driveways, any other interior and exterior areas designated by us from time to time for common use. "Parking Area" means that portion of the Common Facilities which is or is to be paved and otherwise improved for the parking of motor vehicles, as designated by us from time to time. We reserve the right to use the roof, the demising floors, walls and ceilings, and the exterior walls of the Premises and the Building, and all telecommunications and utilities Chases, ducts or other passageways located within the Premises, the Building or the Project. We shall have the exclusive control and management of the Common Facilities. We shall have the right, in our sole discretion, from time to time to with reasonable, prior, written notice to You: (I) make changes to the Common Facilities, including, without limitation, changes in the locations, sizes, shapes and number of driveways, entrances, parking spaces, parking areas, loading and unloading areas, ingress, egress, direction of traffic, landscaped areas, walkways and utility raceways; (ii) close temporarily any of the Common Facilities for maintenance purposes so long as there Is reasonable access to the Premises; (ill) designate land outside the boundaries of the Project to be a part of the Common Facilities; (iv) add or delete buildings and/or improvements to/from the Common Facilities or to/from the Project; (v) use the Common Facilities while engaged in making additional Improvements, repairs or alterations to the Project, or any portion Landlordtronant dN 2 thereof; and (vi) do and perform such other acts and make such other changes in, to or with respect to the Common Facilities and Project as we may, in the exercise of sound business judgment, deem to be appropriate, 5, Term. The term of this Lease will commence on the Commencement Date and will expire on the Expiration Date, unless sooner terminated or extended as provided elsewhere in this Lease. 6. Rent. The term "Rent" means ail money owed by you under this Lease. You will pay the Basic Monthly Rent and Additional Monthly Rent to us, in advance, on the first day of each and every consecutive month during the Term, without any set-off, abatement or reduction whatsoever. You shall pay the first month's Rant and security deposit simultaneously with execution of this Lease, All Rent is to be paid at our address indicated above or at whatever other place or to any of our representatives we designate from time to time in a notice to you (which may be electronically via automatic debit, ACH credit or wire transfer to such account as Landlord designates). All Rent payments are to be made by check drawn on a local bank, a bank cashier's check, or US Postal Service money order. All sums that are to be paid by you under this Lease, regardless of how described, denominated or characterized, and regardless of the party to whom or the purpose for which, those payments are to be made by you, will also be deemed "Rent." The basic monthly rent shall increase annually 3% vs CPi whichever is greater. 7, Additional Monthly Rent. You shall pay to us an the first day of each month during the Term, in addition to the Basic Monthly Rent, the "Additional Monthly Rent" in order to defray our Operating Expenses, which will be payable to us monthly. The term "Operating Expenses" means the ad valorem and non ad valorem real estate taxes and assessments on the Project, the cost of insuring the Project including without limitation against all insurable risks arising from vandalism, casualty, and flood, and our liability insurance covering the Project and all costs and expenses of operating, repairing, maintaining, upkeep and replacing any and all portions of the Project, as determined by us in our sole and absolute discretion, and including, without limitation, charges for professional management and administration of the Building and the Project, We may adjust the amount of the Additional Monthly Rent from time to time upon written notice. Notwithstanding the foregoing, Landlord agrees Tenant is entitled to request an audit of all expenses described hereinabove, upon which Landlord determines adjustment of Additional Monthly Rent is necessary. Should Landlord's adjustment be deemed excessive by Tenant after its audit of Landlord's expenses, Tenant may elect to terminate this Lease without penalty in accordance with Section 44(xlij, hereinbelow. 8. Option, To be negotiated 120 days prior to the Lease Expiration date. 9, Late Rent Payments. Without limiting any of our other rights and remedies under this Lease or available to us at law or in equity, if you fail to pay by the due date any Basic Monthly Rent, the Additional Monthly Rent or any other charges owing under this Lease, we can elect to take any or all of the following steps: - (a) We can exercise our remedies pursuant to Section 30 of thls Lease including, but not limited to, terminating this Lease and evicting you from the Premises; (b) We can require that, beginning with the first monthly installments of Basic Monthly Rent and Additional Monthly Rent next due, the Basic Monthly Rent and Additional Monthly Rent will no longer be paid in monthly installments, but will Instead be payable in advance an a quarterly basis, on the first day of the first month of the quarter; and (c) We can require you to increase the Security Deposit by an amount that we determine necessary to protect our interests; provided that such amount shall not exceed two (2) months of the then -applicable Basic Monthly Rent. If any installment of Rent or other sum due from you is not received by us within five (5) days after receipt of notice by Landlord, In accordance with the Florida Prompt Payment Act (Chapter 218, Florida Statutes), you will pay us a late charge in an amount equal to the one percent (1 %) per month on the unpaid rent or other sum due from you, pursuant to Section 218.74, Florida Statutes. Acceptance of any late charge by us will not constitute a waiver of any default by you with respect to the overdue amount, nor will It prevent us from exercising any of our other rights and remedies provided in this Lease or at law or in equity. In addition, in the event we are unable to negotiate any payment made by you an our first attempt to deposit the Rent check delivered to us by you, then you will pay us a fee of $50.00 per item, which represents a fair and reasonable estimate of the costs we will incur by reason of our inability to negotiate such Rent payments. improper payment requests or invoices submitted by Landlord, shall be governed in accordance with Section, 218.76, Florida Statutes, of the Prompt Payment Act. Landlord I /Tenant 1 "N Secufity Deposit. We acknowledge receipt from you of the Security Deposit indicated above, from which unpaid Rent and damage to the Premises (other than reasonable wear and tear) and other expenses due to us will be deducted before the balance, if any, is refunded to you without interest, The Security Deposit is not intended to be used to pay Rent. The Security Deposit will be held in accordance with Florida law, including that it may be commingled with our other funds Irrespective of any other remedies Landlord may have, if Tenant, without cause, fails to notify Landlord that they Intend to vacate their premises at least 60 daysprior to the expiration of their lease, Tenant forfeits its Security deposit, 10, Utilities. We will arrange, and you agree to contract in your own name and to pay all charges for water and sewer, gas, electricity, light, heat, power, telephone, telecommunication, internet, or other data transmission or utility services supplied to the Premises. If any such utility charges are not separately metered or billed to the Premises, then you wilt pay your share of those charges as we reasonably determine to us as Rent, within ten (10) days after we b€II you for them. We will not be liable to you if any of these services is interrupted, reduced or terminated because of necessary repairs, installations, construction or any other cause beyond our reasonable control, and no such interruption or termination will be construed as an eviction, a disturbance of possession. or relieve you from your obligations under this Lease. 11. Parking. You shall be entitled to the exclusive use of four (4) designated parking spots directly outside the Premises. Additionally, you should be entitled to non-exclusive use of the Parking Area on a first come -first serve basis, provided that you and your Agents (hereinafter defined) shall not use more than one apace per thousand square feet of the Premises. We may modify, relocate, reduce, or restrict any of the parking spaces in the Parking Area. We may silo designate a specific area for your parking spaces within the Parking Area. We shall not be liable for and you hereby releases and covenants not to bring any action against us for any loss, damage or theft to or from any motor vehicle or other property of you or your Agents which occurs in or about. the Parking Area. Notwithstanding the foregoing, your right to use such parking spaces shall be a license only and our inability to make such spaces available at any time for reasons beyond our control shall not constitute a default by us under this Lease. 12, Use cf Premise. You agree to occupy the Premises only for the Permitted Use described above. You also agree not to permit the Premises to be used for any unlawful purpose. Further, you agree to comply with all Rules and Regulations established by us from time to time and with all applicable federal, state and local laws and ordinances that apply from time to time to the use and occupancy of the Premises. The Rules and Regulations in effect as of the date of this Lease are attached to and made a part of this Lease as Exhibit A. 13. Alterations. You may not make any physical changes to the Promisee, whether structural, nonstructural or cosmetic, including paint or wallpaper, without our prior written approval in each instance, nor may you install any fixtures., Any such changes, once approved, shall be made at your expense, and the ownership thereof shall become Immediately vested in us, with the right to remove them, at our option and at your expense, at any time following the Expiration Date of this Lease. . We reserve the right at any lime and from time to time, to post and maintain on the Premises and Building such notices as we deem necessary to protect the Premises against liens. You agree not to permit or suffer, and to cause to be removed and released, any mechanic's, materialrnan's or other lien on account of supplies, machinery, tools, equipment, labor or material furnished or used in connection with the construction, alteration, improvements, addition to or repair of the Premises by or through you. 14, No Liens Against Our jetereatin the Proiect. Our right, title and interest in the Project will not be subject to liens for improvements made by you and the fee title to the Project may not be encumbered by any liens arising out of work performed on the Project, by, at the request of, under contracts entered into with, or by persons or parties claiming under or through you, regardless of whether such work Is performed pursuant to this Lease or otherwise, In the event that you allow the imposition of any such lien, you will have ten (10) days to cause the lien to be released of record by payment or bonding, failing which, we will have the right to cause the same to be released by such means as we deem proper, including payment or bonding of the claim giving rise to such lien, Ali such expenses incurred by us in connection therewith will be deemed additional Rent and will be payable to us by you on demand. In no event will our interest in the Project or any part thereof be subject to liens for Improvements made by you and the fee title to the Building or other improvements or the Project be encumbered by any liens arising out of work performed by, at the request of, under contracts entered into with, or by persons or parties claiming under or through you, regardless of whether such work is performed pursuant to this Lease or that we have consented to it, Further, pursuant to Chapter 713.10, Florida Statutes, you will (a) notify each and every contractor who performs such work in Landlord t...t /Tenant 4 connection with such Improvements of this provision, (b) provide a copy of this provision to each of such contractors, (c) require and cause each of such contractors to notify and provide a copy of this provision to each person or party with whom they may deal in connection with the construction of such improvements and require each such person or party to do likewise with persons or parties with whom they may deal, to the end that all contractors, persons, or parties, who provide supplies, furnish labor, or otherwise act to bring aboutimprovements and betterments will be placed on actual notice of this provision, 16. Tenant's Maintenance. You agree that at your expense you will maintain, repair, replace and keep the Premises and all improvements, fixtures and personal properly thereon in good, safe and sanitary condition, order and repair and in accordance with all applicable laws, ordinances, orders, rules and regulations of governmental authorities having jurisdiotion. You will perform or contract for and promptly pay for janitorial and cleaning services, security systems and services, interior window washing services, Interior painting, repair and replacement of all interior and exterior doors (including, without limitation, all loading dock doors, dock levelers and related dock systems and areas), repair, maintenance and replacement of damaged or broken Interior and exterior glass, windows, plate glass and other breakable materials, and replacement of interior light bulbs, light fixtures and ballasts in or serving the Premises. At your expense, you agree to enter into a service contract with a contractor approved by us providing for regularly scheduled maintenance of the HVAC system serving the Premises for the duration of the Term, in accordance with Exhibit B, attached to and made a part of this Lease. 16. Landlord's Mpintenance. We will maintain and replace the exterior wails and structural elements of the Building and the Improvements, We will also maintain and replace all other facilities, fixtures, signage and equipment in the Project, contract for trash and garbage disposal, and include the cost of doing so in the Operating Expenses for which Additional Monthly Rent will be payable. For the purposes of this Section, all work and costs for the roofs of the Building shall be considered to be maintenance and repairs included in the Operating. Expenses, except for the replacement of the entire rooting system of the Building by us hereunder, Our obligations under this Section will be reasonably determined by us in our sole discretion. In no event will we be obligated to repair or replace any damage caused by your acts or omissions or those of your Agents, the repair and replacement of which will be your sole responsibility. For capital expenditures and repairs whose benefit may extend beyond the Term, we shall complete such capital repairs and such capital expenditures shall be fully amortized in accordance with the Formula (defined hereafter) and reimbursed to us over the remainder of the Term, without regard to any extension or renewal option not then exercised. The "Formula" shall mean that number, the numerator of which shall be the number of months of the Lease Term remaining after such capital expenditures, and the denominator of which shall be the amortization period (in months) equal to the useful life of such repair or replacement multiplied by the cast of such capital expenditure or repair. We shall pay for such capital expenditures and repairs and you shall reimburse us for its amortized share of same (determined as hereinabove set forth) In equal monthly installments. In the event you extend the Term either by way of an option or negotiated extension, such reimbursement by you shall continue as provided above until such amortization period has expired. 17. Hazardous Substances. You will promptly respond to and clean up at your expense any release or threatened release of any Hazardous Substance into the drainage systems, soil, surface water, groundwater, or atmosphere, in a safe manner, in strict accordance with applicable laws, ordinances, orders, rules and regulations of governmental authorities having jurisdiction, and as authorized or approved by all federal, state, and/or local agencies having authority to regulate the permitting, handling, and cleanup of Hazardous Substances; provided, however, your obligations under this sentence shall not include any Hazardous Substances which you prove existed on the Property on the Commencement Date of the Term unless caused by or exacerbated by any act or omission of yours or of your Agents. You will not use, store, generate, treat, transport, or dispose of any Hazardous Substance at the Premises. "Hazardous Substances" shall mean any product, substance, chemical, contaminant, materiel, waste, pollutant, flammable, explosive,. radioactive material, hazardous or toxic material, hazardous or toxic waste, hazardous or toxic substance whose presence, nature, quantity and/or intensity of presence, use, possession, generation, treatment, handling, discharge, storage, manufacture, disposal, transportation, spill, release or effect, either by itself or In combination with other materials expected to be on the Premises, is either; (I) potentially injurious to the public health, safety or welfare, the environment or the Premises; (ii) regulated or monitored by any governmental authority; or (iii) a basis for potential liability of us to any governmental agency or third party under any applicable statute or common law theory (Including, but not limited to, CERCLA and RCRA; now in effect or which may hereafter come into effect or be amended. Hazardous Substances shall include, without limitation, asbestos, asbestos-contalning material, hydrocarbons, polychlorinated biphenyl ("PCB"), PCB -containing material, petroleum, petroleum products, gasoline, crude ail or any fraction, product or byproduct thereof. Landlord Ki /Tenant 5 18, Assignment or Subletting. You may not assign this Lease or sublease the Premises, either in whole or in part, without our prior written consent, which we may grant or withhold in our sole discretion, The term 'assignment' also means a Leasehold mortgage or other encumbrance of the leasehold, or if you under this Lease at any lime is an entity, the transfer of a controlling Interest in the equity ownership in that entity. Any assignment or sublease made without our prior written consent will be void as against us and will be an Event of Default by you under this Lease. Any assignment or sublease made with our prior written consent will not release or excuse you from primary liability under the Lease as the tenant who signed it The acceptance of Rent by us from anyone other than you will not be deemed to be a waiver by us of our rights under this Section, nor will it be deemed a consent by us to the assignment or sublease at issue. Alternatively with the above, we will also have the right to terminate this Lease and to enter into a new lease with the proposed assignee or subtenant and receive directly from the proposed transferee the consideration agreed to be given by such transferee to you for the assignment or sublease by you. Alternatively, we can require you to pay over to us all sums that you receive from the assignee or subtenant In excess of the Rent payable by you under this Lease that is attributable on an equally allocable floor area basis, to any subletting of all ar any portion of the Premises so subleased, and all consideration received on account of or attributable to any assignment of this Lease. You agree not to meka an assignment or sublease with an existing tenant of the Project, or any subtenant or assignee thereof, or any person or entity with whom we or our related parties negotiated within the six (6) month period preceding your request for such an assignment or sublease. You agree not to publicly advertise the rate of other terms upon which you are willing to assign or sublease the Premises, If at the time of the proposed assignment or sublease there is any vacant or unoccupied space in the Building or the Project, you will not be entitled to assign or sublease or offer to assign or sublease at a rental rate less than the prevailing fair market rental rate then offered by us for the other space. 19. intentionally Deleted. 20. Estoppel Certificates,. You agree to sign and deliver to us, within 10 business (10) days after we request it, a written statement certifying (a) that this Lease is unmodified (or, if modified, stating the modifications) and in full force and effect; (b) the dates to which Basic Monthly Rent and Additional Monthly Rent have been paid; (c) the amount of the Security Deposit held by us; (d) that there have been no defaults by us or you and no event which with the giving of notice or the passage of time, or both, would constitute such a default (or, if there have been defaults, setting forth the nature thereof); and (e) such other matters concerning thls Lease as we may reasonably request. You agree that such statement may be delivered to and relied upon by any existing or prospective mortgagee or purchaser of the Building or the Project. 21. Landlord Access, Upon Landlord's prior notice to Tenant, Tenant agrees that we or our authorized representatives will have the right to enter the Premises at any reasonable time during ordinary business hours (or at any time in the event of an emergency) for the purposes of inspecting, repairing or maintaining the Premises or the Building, performing any alterations or improvements to the Premises or the Building as we may determine from time to time, performing any obligations of yours that you have failed to perform under this Lease, or for the purposes of showing the Premises to any existing or prospective mortgagee, purchaser or tenant of the Premises, the Building or the Project. You also agree that we may at any time and from time to time place on the Building or the Premises one or more signs advertising the Building .Notwithstanding anything herein to the contrary, Tenant or its authorized representative shall jeg present during .Landlord's ar its authorized representatives' gccess of the Premises to condugt_any activities described hereinabove. 22. insurance. The City is self -insured subject to the limitations and provisions of Section 768.28 of the Florida Statutes. 23. Intentionally Deleted 24. Conditions Beyond Our Contrgl. None of the following events, causes and/or occurrences shall entitle you to terminate this Lease or to assert any claim against us or to any reduction In Rent, nor shall the same constitute constructive or partial eviction, nor be a default by us under this Lease: (j) any noise, debris disruptions in access or disturbances caused by traffic or the blockage of traffic, or by construction activities occurring in the vicinity of the Property, (II) any interruption or curtailment of any utility or other service to or in the Property or (iii) any evacuation order that compel residents of the area to leave in anticipation of a storm or other major natural occurrence. Landlorlrenant 6 28, No L,iebility of Landlord. (i) Ali property belonging to you, or to any other person, located in or about the Property or the Building will be at your sole risk or at the risk of such other person, and neither we nor our Landlord Entities will be liable for the theft or misappropriation thereof or for any damages or injury thereto, (ii) Unless caused by the Landlord's intentional acts or omissions, neither we nor our Landlord Entitles will be liable for, and you have agreed to waive, all claims for any personal Injury or property damage sustained by you, your guests or invitees resulting from causes such as, but not limited to, damage caused by water, wind, steam, heat or cold, dampness, gas, odors, noise, the backup, bursting or leaking of pipes, and plumbing, mechanical, electrical or ventilating systems, equipment and fixtures of all kinds, or for any act, neglect or omission of other tenants or their guests or invitees of the Building or of any other person, except for failure to make repairs within a reasonable time after we have received notice provided that such repairs are our obligation under this Lease. (lii) Intentionally Deleted (iv) Unless caused by the Landlord's intentional acts or omissions, we will not be required to repair or replace any flooring or floor or wall coverings in the Premises during the Term and we will have no liability for damages to you for the condition thereof. In addition, we will not be liable for any damage thereto due to any Act of God, rain, wind, fire, water or flood. (v) We will not be responsible or liable to you for any loss or damage that may be occasioned by or through the acts or omissions of persons occupying adjoining premises or any part of the premises adjacent to or connected with the Premises or any part of the Building of which the Premises are a part, or any other area in the Project, or for any loss or damage sustained by you or your property from bursting, stoppage or leaking of water, gas, sewer or steam pipes, or (without limiting the foregoing) for any damages or loss of property within the Premises from any cause whatsoever. (vi) If we shall fail to perform any covenant, term or condition of this Lease upon our part to be performed, you shall be required to deliver to us notice of the same. If, as a consequence of such default, you shall reoover a money judgment against us, such judgment shall be satisfied only out of the right, title and interest of us in the Building, and out of rent from the Building receivable by us or out of consideration received by us from the sale or other disposition of all or any part of our right, title or interest in the Building., and no action for any deficiency may be sought or obtained by you,. 26. Destruction. In the event of damage or destruction of the Premises by fire or any other casualty, we will have the right to decide whether to repair the damage and/or rebuild the Premises or whether to cancel this Lease. If we elect to cancel this Lease, we will give you sixty (60) days' advance written notice. If we elect to repair and/or rebuild, we will do so with ail reasonable dispatch and a proportionate reduction of the Rent will be allowed for the period in which we do so, except (i) if you can use and occupy the Premises without substantial inconvenience or (ii) if the repairs are delayed because of your failure to adjust your own insurance, no reduction will be made beyond a reasonable time allowed for such adjustment, No penalty will accrue for any delay in rebuilding that may be caused by reason of adjustment of any insurance, the unavailability of qualified labor, or any other cause beyond our control, 27. Condemnation, !fall or any part of the Premises is taken or condemned by, or conveyed in lieu thereof to, any public authority, we will have the right to terminate this Lease upon written notice to you. In the event we do so, you have agreed to waive any right to claim an award or compensation against us entirely for anything other than for your relocation expenses, if available. 28. Termination Rights, a.) We will not terminate this Lease, except for cause (and except for express provisions of this Lease that glue us the right to terminate, such as Sections 8, 27, and 28). Cause will exist if: b.) You create a disturbance or nuisance that is detrimental to the health, safety and comfort or peaceful lodging of the neighbors of the Premises; Landlotd /Tenant c,) You are arrested for the commission of a felony or violent crime; d.) You fail to consistently observe the Rules and Regulations that we establish for the Building or the Project, as amended from time to time; e.) You fail to pay any Rent within forty five (45) days after it becomes due; f.) You fail to perform any other of your obligations under this Lease within thirty (30) days after notice from us; g.) You desert, vacate or abandon the Premises for a period of thirty (30) days or more, unless your Rent is fully paid for that period: h.) Your leasehold interest or any of your property in the Premises is executed upon, attached, or otherwise seized pursuant to due process of law; or i,) This Lease is passed or permitted to pass by operation of law to any person or persons other than you. Each of these events will be deemed an "Event of Default" by you under this Lease, (i) Prior to any termination of this Lease by us for any of the causes described in subparagraphs (a) or (c) above, we will give you notice and you will have 24 hours to correct the cause. Prior to any termination of this Lease by us for the cause described in subparagraph (b) above, we will give you notice and you will have 10 days to correct the cause. If the cause is corrected within the time frame applicable to such cause, then this Lease will not be terminated. If the cause is not corrected within such applicable time frame, the Landlord may terminate the Lease at the expiration of that time frame without any further notice from us. Landlord agrees, in the event a default is of such a nature that it cannot be reasonably cured within the foregoing periods, City shall be entitled to a reasonable period of time under the circumstances in which to cure said default, provided that City diligently proceeds with the curing of the default, (ii) Intentionally Deleted (iii) Upon the expiration or termination of this Lease for any reason, you will promptly vacate and surrender the Premises in accordance with Section 33 and return all of your keys to us. Any of your personal property that is not removed at that time may be removed, stored or otherwise disposed of by us at your expense. 29. Tenant. Rpn,.dies, (i) If an Event of Default occurs, we will have the following rights: (a) To perform any act or to do anything required under this Lease to be performed by you es the (b) To (I) terminate this Lease; (ii) enter upon and take possession of the Premises, with or without terminating the Lease, and expel or remove you and any other person who may be occupying the Premises, without being liable for prosecution or any claim for damages therefor; (Ili) re -lease the Premises at such rental and upon such terms and concessions as we deem reasonable, to any tenant or tenants that we deem suitable and satisfactory, and you will be required to pay us, on demand, any deficiency and costs that may arise by reason of such re -leasing for the then remaining Term of this Lease; provided, that In no event will we be liable in any respect for failure to re -lease the Premises, or in the event of such re -leasing, for failure to collect the Rent thereunder, and any sums received by us on a re -leasing in excess of the Rent reserved in this Lease shall belong to us; (iv) declare all the Rent due or to become due for the entire term remaining, immediately due and payable and accelerate same, so that the full amount of all such Rent will become immediately due and payable by you to us; (v) elect to terminate your right to possession only, without terminating this Lease or any of your obligations hereunder; or (vi) take any and all other action and pursue all other rights and remedies provided at law or equity or under this Lease. (c) To retain all advance Rent and the Security Deposit as liquidated damages, or, at our option, lo apply the same to such actual damages that we sustain, Landlord k (/Tontmt , dN 8 intentionally omitted. (iii) If this Lease is terminated as provided in this Section 29, or by summary proceedings or otherwise, and whether or not the Premises is re -leased by us, you may be obligated to pay the Rent and to reimburse us for all reasonable expenses, costs and charges for repairs that in our opinion are needed in order to re -lease the Premises. (iv) All of our rights will be cumulative, and the exercise of any right will not operate as a waiver or an exclusion of any other rights afforded to us under this Lease or under the laws of the State of Florida, 30. Waiver of Counterclajna§ and Trial by Jury. Each of us (Landlord and Tenant) agree to waive all right to trial by jury in any action, proceeding or counterclaim brought by either of the parties hereto against the other in connection with this Lease. 31. Attorney's Fees. In case suit shalt be brought for recovery of possession of the Premises, for the recovery of Rent or any other amount due under the provisions of this Lease, or because of the breach of any other covenant herein contained on your part to be kept and performed, and a breach of the Lease by you is established, the parties hereto agree to pay for their own fees and costs, including attorney fees, 32. Surrender, Upon the expiration or earlier termination of this Lease, or an the date specified in any demand for possession by us after an Event of Default by you, you agree to surrender possession of the Premises to us, in broom clean appearance, ordinary wear and tear excepted, with all lighting, doors (including, without limitation, all loading dock doors, dock levelers, and related dock systems and areas) electrical and mechanical systems in good working order and condition, all walls in clean condition and holes or punctures in the walls repaired, and otherwise in the same condition as when you first occupied the Premises and all telecommunications, data, utility or other wires, cables or other equipment or facilities in the Premises installed by you or for use by you will be removed by you. You also agree to remove, at or prior to the expiration or earlier termination of the Lease, all of your equipment, apparatus, machinery, signs, furniture, furnishings, wires, cables or other telecommunications, data or utility equipment or facilities, and other personal property used in the operation of your business (as distinguished from the use and operation of the Premises) and repair any damage caused by such removal. We shall not be liable or responsible for storage or disposition of such personal property. 33. Holding Over. If you hold over after the expiration of the Lease, without the written agreement of us providing otherwise, you will be deemed a trespasser upon the Premises, without permission from us. in that event, the holdover will be at a rental, payable in advance, equal to two hundred percent (200%) of the Basic Monthly Rent and Additional Monthly Rent payable under this Lease Immediately prior to the holdover, and you will also be bound by all of the other terms, covenants and agreements of this Lease, Nothing contained herein should be construed as giving you any right to hold over at any time, and in the event you holdover, we may exercise any and all remedies at law or in equity to recover possession of the Premises, as well as any damages that we may incur because of your failure to vacate the Premises and deliver possession to us when required under this Lease. 34. Repayment of Lease Inducements. if this Lease provides for the postponement of or an abatement of any portion of the Rent for any period, the amount of such Rent to be abated is referred to herein as the "Abated Rent°. If this Lease provides for us to construct or pay for any improvements to the Premises in consideration of your execution of this Lease, and for the cost thereof to be amortized and repaid by you to us as additional Rent under this Lease, the cost of those improvements is referred to herein as the "Advanced Tenant Improvement Costs." Notwithstanding the above, you will have earned the right to the benefit of such Abated Rent and/or Advanced Tenant Improvement Costs only upon the fulfillment of the entire Term of this Lease, and then, only if you have fully, faithfully and punctually performed all of your obligations under this Lease, including the payment and performance of all of your obligations hereunder, and the timely surrender of the Premises in the condition required under this Lease. Accordingly, if an Event of Default occurs under this Lease, then the full amount of the Abated Rent and the portion of the Advanced Tenant Improvement Costs that is not yet amortized as of the date of such Event of Default shall become immediately due and payable in full by you to us, and this Lease may be enforced by us as if there had been no such Abated Rent and/or Advanced Tenant Improvement Costs In connection with this Lease, 35. Waiver; Election of Remediee. The waiver by City or Landlord of any default of any term, condition, or covenant herein contained shall not be a waiver of such term, condition, or covenant, or any subsequent default of the same or any other term, condition, or covenant herein contained. The consent or approval by Landlord to Landiord/fenankl "N 9 or of any act by City requiring Landlord's consent or approval shall not be deemed to waive or render unnecessary Landlord's consent to or approval of any subsequent similar act by City. 36. SuOordigafioq. This Lease is hereby expressly made subject and subordinate to all mortgages which may now constitute or hereafter be placed upon the Building or the Project and to any renewals, modifications, consolidations, replacements and extensions thereof. You have agreed that this subordination is and shall remain self -operative throughout the term, without the execution of any instruments by you other than this Lease. However, you also agree that et our request, you will sign whatever documents may be necessary or appropriate to confirm and establish this Lease as subordinate to any mortgage (including, without limitation, such mortgagee's form of subordination, non -disturbance and attomment agreement). If any mortgagee or purchaser at foreclosure thereof, succeeds to our interest in the Building or the Project, such person shall not be (i) liable for any act or omission of ours under this Lease; (1i) liable for the performance of our covenants hereunder which arise prior to such person succeeding to our Interest hereunder; (lil) liable for any security deposit which was not delivered to that person; or (v) bound by any modifications to this Lease to which such mortgagee has not consented in writing. 37. Non -Waiver. Your liability to pay Rent, perform the terms, covenants, agreements, conditions and promises contained in this Lease, and discharge any duty imposed by law will not be waived, released or terminated by the service of any statutory notice or other notice or demand upon you by us or by the institution and/or prosecution of legal proceedings against you. The acceptance of Rent by us after an Event of Default by you will not constitute a waiver by us of any term, condition, covenant, promise or agreement contained in this Lease, nor will it constitute a waiver of insistence upon the performance of any duty Imposed on you by law, No waiver of any default by you with respect to this Lease will be construed as a continuing waiver, 38. Right to Repair. If, in our reasonable judgement, we deem any repairs or replacements, which are a result of your neglect or damage, necessary to keep the Premises in good working order and condition, we may demand that you make the same and if you refuse or neglect to commence such repairs or replacements promptly and to complete them with reasonable dispatch, we may, at our option (but without obligation), make or cause to be made such repairs or replacements to be made, and we will not be responsible to you for any loss or damage arising as a result thereof. in the event we make or cause to be made such repairs or replacements, for your account, the entire reasonable cost thereof shall be payable by you to us, on demand, together with interest at the maximum rate provided by Florida law for the period commencing on the date we notify you of such expenditure by us and concluding on the date of such reimbursement, 39, Accord and Satisfaction, No payment by you or receipt by us of a lesser amount than the manthty Rent herein stipulated shall be deemed to be other than on account of the earliest stipulated Rent, nor shall any endorsement or statement on any check or any letter accompanying any check or payment as Rent be deemed an accord and satisfaction, and we will accept such check or payment without prejudice to our right to recover the balance of such Rent or to pursue any other remedy provided in this Lease and as though that endorsement or statement had never been made, 40. jnteetionally Deleted. 41. Transfer of The Project or the Building By Us. In the event that our interest or estate In the Project or the Building terminates by operation of law, or by sale, lease or by other transfer of the Project or the Building that contains the Premises or by execution of foreclosure sale or for any other reason, then and in any such event and upon notice to you, we will be released and relieved from all liability and responsibility as to obligations to be performed by us hereunder or otherwise; and in such event, our successor will become liable and responsible to you in respect to all such obligations of us under this Lease. 42, Notices. Ail notices, approvals and demands that either party hereto desires or is required to give the other shall be in writing and delivered by personal delivery or by certified mail, registered mail or by a nationally recognized overnight courier service (e.g. FedEx) at the addresses indicated in Section 1 above. Either party may change its address from time to time by giving notice to the other, Any notice to you during the Tenn of this Lease will also be effective if delivered to or affixed to the Premises, regardless of whether or not you are then in occupancy or are present at the Premises at that time. Landlord /Tenant 10 43. Your Assumption of Liability and Indemnity. Subject to the limitations and provisions of Section 768.28 of the Florida Statues, you assume full responsibility and liability for your or your agents' acts or omissions while they are in the Building or at the Project. 44. Misoellaneous Provision, (i) Entire Agfe�m�nt; Severabiiity: This Lease contains the entire agreement between the parties, and any agreement hereafter made to amend or modify this Lease shall be ineffective and invalid unless the same is In writing and executed by both parties. No agreement to accept a surrender of the Premises will be valid unless that acceptance is agreed to in writing by us. The invalidity of any provision of this Lease, as determined by a court of competent jurisdiction, shall not affect the validity of any other provision of this Lease. (ii) Recordation: This Lease or any memorandum hereof will not be recorded without the express prior written consent of us. (Ili) Mom" ons No alteration, amendment, change or addition to this Lease shall be binding upon either party hereto unless and until reduced to writing and signed by both parties, and no approvals consents or waivers by us under this Lease will be valid unless and until reduced to writing and signed by us. (iv) Time of the Essence: Time will be of the essence of this Lease. (v) Successors: This Lease will be binding upon and shall inure to the benefit of us and you and their respective heirs, successors and permitted assigns. (vi) Electronic Signatures/Counterparts; It is understood and agreed that this Lease may be executed in several counterparts, eeoh of which, for all purposes, shall be deemed to constitute an original, and all of which counterparts, when taken together, will be deemed to constitute one and the same agreement, even though both of the parties hereto shall not have executed the same counterpart. The Parties shall be entitled to sign and transmit an electronic signature of this Agreement (whether by facsimile, PIDF, or other email transmission), which signature shall be binding on the Party whose name is contained therein. (vii) Choice of Law. This Lease shall be governed by the laws of the State in which the Premises are located. Any litigation between the parties to this Lease concerning this Lease shall be Initiated in the county In which the Premises are located. (viii) OFAC Compliance/Patriot Act. You represent and warrants that (a) neither you nor any person or entity that directly or indirectly owns an interest in it nor any of its officers, directors, or managing members is a person or entity (each, a "Prohibited Person") with whom U.S. persons or entities are restricted from doing business under regulations of the Office of Foreign Asset Control ("OFAC") of the Department of the Treasury (including those named on OFAC's Specially Designated and Blocked Persons List) or under any statute, executive order (including Executive Order 13224 (the "Executive Order") signed on September 24, 2001 and entitled "Biocking Property and Prohibiting Transactions with Persons Who Commit, Threaten to Commit, or Support Terrorism."), or other governmental action, (b) your activities do not violate the international Money Laundering Abatement and Financial Anti -Terrorism Act of 2001 or the regulations or orders promulgated thereunder (as amended from time to time, the "Money Laundering Act") (i.e., Title fll of the Uniting and Strengthening America by Providing Appropriate Tools Required to Intercept and Obstruct Terrorism Act of 2001 (the "Patriot Act"), and (c) throughout the Term of this Lease you shall comply with the Executive Order, the Money Laundering Act, and the Patriot Act. (ix) Broker's Fees. You represent and warrant that it has dealt with no broker, agent or other person In connection with this transaction, other than as named in Section 1, and that no broker, agent or other person brought about this transaction other than named Broker(s). (x) Quiet Possession. Upon payment by you of the Rent for the Premises and the performance of all of the provisions of this Lease on your part to be observed and performed, you shall have quiet possession of the Premises for the entire Term, subject to all of the provisions of this Lease, Landlord K /Tenant l °N 11 (xi) Authority. Each person signing on behalf of us or you warrants and represents that she or he is authorized to execute and deliver this Lease and to make it a binding obligation of us or you, respectively, (xil) Annual Budgetary Funding/Cancellation. This Lease and all obligations of Tenant hereunder are subject to and contingent upon annual budgetary funding by the City Commission of the City of Miami. Notwithstanding anything in this Lease to the contrary, Tenant shall have the right to cancel this Lease for any reason upon One Hundred Twenty (120) days prior written notice to Landlord, whereupon the parties shall be relieved of all further obligation hereunder. 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 department. [SIGNATURE PAGE FOLLOWS] Remainder of page intentionally blank giv Landlord,,,,, fienant 12 IN WITNESS WHEREOF, the parties hereto have executed this Lease as of the day and year first above written. WITNESSES Print 6/'/1/abe., hha Si n f� Print ¢ 1ei)9ezQ 0 m par) DocuSigned by, WITNESSES of Florida LANDLORD KEI 3567 NW 33 WRHS, LLC By: Kenneth Israel — Manager TENANT The City of Miami, a Municipal Corporation of the State Or mart� By: ` l ::::: yC -ot - Todd B. Hannon Arthur Noriega V City Clerk City Manager Date ay 14, 2024 I 16:05:02 EDT Date: May 14, 2024 1 12:11:29 EDT APPROVED AS TO LEGAL FORM AND CORRECTNESS: 9feney py; By; (Alsotk.6 ifl a877cE77GEBrEBO200 . George K. Wysong III City Attorney (JMB I Matter No. 23-2148) APPROVED AS TO INSURANCE REQUIREMENTS By: ,---QacuBfgnad by. Ann -Marie Sharpe Director of Risk Management Landlord [� 1 rrenant l °N 13 Exhibit A RULES AND REGULATIONS A. General Rules and Regulations. The following rules and regulations govern the use of the Premises, Building and Common Facilities. Tenant will be bound by such rules and regulations and agrees to cause Tenant's Agents ("Tenant Entities") to observe the same. 1. Except as specifically provided In this Lease to which these Rules and Regulations are attached, no sign, placard, picture, advertisement, name or notice may be installed or displayed an any part of the outside or inside of the Building without the prior consent of Landlord, Landlord will have the right to remove, at Tenants expense and without notice, any sign installed or displayed in violation of this rule. Absolutely no paper or cardboard signs shall be permitted, even if such signs are posted only on a temporary basis. All permitted signs are to be in oonfcrmance with the Sign Criteria for the Project. 2. If Landlord reasonably objects in writing to any curtains, blinds, shades, screens or hanging plants or other similar objects attached to or used in connection with any window or door of the Premises, or placed on any windowsill, which is visible from the exterior of the Premises, Tenant will Immediately discontinue such use. Tenant shall not place anything against or near glass partitions or doors or windows which may appear unsightly from outside the Premises. 3_ Tenant will not obstruct any sidewalks, passages, exits or entrances of the Building or Project. Landlord will in all oases retain the right to control and prevent access to the Common Facilities of all persons whose presence in the judgment of Landlord would be prejudicial to the safety, character, reputation and interest of the Project or Its tenants, provided that nothing contained in this Lease will be construed to unreasonably prevent such access to persons with whom any tenant normally deals in the ordinary course of its business, unless such persons are engaged In illegal or unlawful activities. 4. Landlord expressly reserves the right to absolutely prohibit sales and displays of products, goods and wares in all portions of the Project. Landlord reserves the right to restrict and regulate the use of the Common Facilities of the Project by invitees of tenants providing services to tenants on a periodic or daily basis Including food and beverage vendors. Such restrictions may include limitations on time, place, manner and duration of access to a tenant's premises for such purposes. 5. Intentionally Deleted, 6. if Tenant requires telegraphic, telephonic, burglar alarm, satellite dishes, antennae or similar services, it will first obtain Landlord's approval, and comply with Landlord's reasonable rules and requirements applicable to such services, which may include separate licensing by, and fees paid to, Landlord, 7. No deliveries will be made which impede or interfere with other tenants or the operation of the Building or Project. 8. Except as expressly agreed in writing by Landlord, Tenant will not use or keep in the Premises any kerosene, gasoline or inflammable or combustible fluid or material other than those limited quantities necessary for the operation or maintenance of business equipment. Tenant will not use or permit to be used in the Premises any foul or noxious gas or substance, or permit or allow the Premises to be occupied or used in a manner offensive or objectionable to Landlord or other occupants of the Building by reason of noise, odors or vibrations, nor will Tenant bring into or keep in or about the Premises any birds or animals. 9. Landlord reserves the right, exercisable without notice and without liability to Tenant, to change the name and street address of the Building. Without the consent of Landlord, Tenant will not use the name of the Building or the Project in connection with or in promoting or advertising the business of Tenant except as Tenant's address. 10, Tenant will not make any building -to -building solicitation of business from other tenants in the Project. Tenant will not use the Premises for any business or activity other than thatspecifically provided for in this landlord Tenant l 'N Lease. Canvassing, soliciting and distribution of handbills or any other written material, and peddling in the Project are prohibited, and Tenant will cooperate with Landlord to prevent such activities. 11. Except for the ordinary hanging of pictures and wall decorations and except for improvements approved by Landlord in writing, Tenant will not mark, drive nails, screw or drill into the partitions, woodwork or plaster or in any way deface the Premises or any part of the Premises, except in accordance with the provisions of this Lease pertaining to alterations. Tenant will not affix any floor covering to the floor of the Premises in any manner except as approved by Landlord. Tenant shall repair any damage resulting from noncompliance with this rule. 12. Landlord reserves the right to exclude or expel from the Project any person who, in Landlord's judgment, is intoxicated or under the influence of liquor or drugs or who Is in violation of any of these Rules and Regulations. 13. Tenant will store all of its trash and garbage within its Premises .or in other facilities approved by Landlord. Tenant will not place in any trash box or receptacle any material which cannot be disposed of in the ordinary and customary manner of trash and garbage disposal. All garbage and refuse disposal is to be made in accordance with directions issued from time to time by Landlord. 14. The Premises will not be used for lodging nor shall the Premises be used for any improper, immoral or objectionable purpose. 15. Tenant shall comply with all safety, fire protection and evacuation procedures and regulations established by Landlord or any governmental agency. 16. Tenant assumes any and ail responsibility for protecting its Premises from theft, robbery and pilferage, which includes keeping doors locked and other means of entry to the Premises closed. 17. Tenant shalt use at Tenant's cost such pest extermination and control contractor(s) for the Premises as Landlord may direct and at such intervals as Landlord may reasonably require. 18. To the extent Landlord reasonably deems it necessary to exercise exclusive control over any portions of the Common Facilities for the mutual benefit of the tenants in the Project, Landlord may do so subject to reasonable, non-discriminatory additional rules and regulations. 19, Tenant's requirements will be attended to only upon appropriate application to Landlord's property manager for the Project, 20. Tenant shall not store foods, pallets, drums or any other materials outside the Premises or in the Common Facilities. 21. These Rules and Regulations are in addition to, and will not be construed to in any way modify or amend, in whole or in part, the provisions of this Lease. Landlord may waive any one or more of these Rules and Regulations for the benefit of Tenant or any other tenant, but no such waiver by Landlord will be construed as a waiver of such Rules and Regulations in favor of Tenant or any other tenant, nor prevent Landlord from thereafter enforcing any such Rules and Regulations against any or all of the tenants of the Project. 22. Tenant will not install any guard shack(s), portable restroom facilities, or similar struoture(s) on the Premises. 23. Landlord reserves the right to make such other Rules and Regulations as in its judgment, may from time to time be needed for safety and security, for care and cleanliness of the Project and for the preservation of good order. Tenant shall abide by all the Rules and Regulations stated in this Exhibit and any additional rules and regulations which are adopted. Tenant is responsible for the observance of all of the foregoing Rules and Regulations by Tenant and Tenant Entities. Landlord I\,l Tenant -09 2 B. Parking Rules and Regulations. The following rules and regulations govern the use of the parking areas which serve the Project. Tenant will be bound by such rules and regulations and agrees to cause Tenant Entities to observe the same. 1, Tenant will not permit or allow any vehicles that belong to or are controlled by Tenant or Tenant Entities to be loaded, unloaded or parked in areas other than those designated by Landlord for such activities. No vehicles are to be let in the parking areas overnight and no vehicles are to be parked in the parking areas other than normally sized passenger automobiles, motorcycles and pick-up trucks. No extended term storage of vehicles is permitted. 2. Vehicles must be parked entirely within painted stall lines of a single parking stall. 3. All directional signs and arrows must be observed. 4. The speed limit within all parking areas shall be five (5) miles per hour. 5. Parking is prohibited: (a) in areas not striped for parking; (b) in aisles or on ramps; (o) where "no parking" signs are posted; (d) in cross -hatched areas; and (e) in such other areas as may be designated from time to time by Landlord. 6. Trucks and trailers shall be parked only an concrete aprons. The front legs of any trailers stored on asphalt shall be placed only upon appropriate support placed between the trailer legs and the asphalt, so as to protect the asphalt from damage. 7. Tenant shall not materially or adversely interfere with the other tenants' use of the dock loading areas, Common Facilities or driveways In the Project. 8. Landlord reserves the right, without cost or liability to Landlord, to tow any vehicle if such vehicle's audio theft alarm system remains engaged for an unreasonable amount of time. 9. Tenant shall not service, maintain or repair vehicles on the Premises, in the Building, or in the Common Facilities. Washing, waxing, or cleaning of any vehicle in any area is prohibited. 10. Landlord niay refuse to permit any person to park in the parking areas who violates these Rules and Regulations with unreasonable frequency, and any violation of these Rules and Regulations shall subject the violator's car to removal, at such car owner's expense. Tenant shall use its best efforts to acquaint Tenant Entities with these Rules and Regulations. 11. Landlord reserves the right, without cost or liability to Landlord, to tow any vehicles which are used or parked in violation of these Rules and Regulations. 12. Landlord reserves the right from time to time to modify and/or adopt such other reasonable and non-discriminatory rules and regulations for the parking areas as it deems necessary for the operation of the parking areas. 13. Landlord shall not be liable for, and Tenant shall not assert and waives any claim for (a) any loss of personal property left in vehicles or left in the parking areas, and (b) loss or damage to vehicles, Landlord shall not be liable for the acts and omissions of Landlord's contractors, invitees or other tenants. Landlord tTcnanL y 3 14, Tenant shall not service, maintain, or repair vehicles on the Premises, in the Building, or in the Common Facilities. Landlord iTenand,; 4 Exhibit B HVAC MAINTENANCE Tenant agrees to enter into and maintain through the term of the Lease, a regularly scheduled preventative maintenance/service contract for servicing all hot water, heating and air conditioning systems and equipment within the Premises. Landlord requires a qualified HVAC contractor perform this work. A certificate must be provided to the Landlord upon occupancy of the Premises. The service contract must become effective within thirty (30) days of occupancy, and service visits shall be performed on a quarterly basis. Landlord requires 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 refrigerationsystem for moisture; 6. inspect compressor olf level and crank case heaters; 7. Check head pressure, suction pressure and oil pressure; 8. Inspect air filters and replace when necessary; 9. Check apace 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. LandtordTennn QN 5 Exhibit C Sketch of Premises [on the following page] [ Landlord�Tenant 6 3320 NW 35 Avenue, Miami, FL 33142 Floor Plan Warehouse Warehouse Door Bathroom Office Exhibit D City of Miami Resolution (on the following page] Landlord k( Tenan aN 7 City of Miami Legislation Resolution Enactment Number: R-23-0497 City Hall 3500 Pan American Drive Miami, FL 33133 www.miamigov.com File Number: 15011 Final Action Date:11/1612023 A RESOLUTION OF THE CITY OF MIAMI COMMISSION AUTHORIZING THE CITY MANAGER TO NEGOTIATE AND EXECUTE A NEW LEASE AGREEMENT ("AGREEMENT"), IN A FORM ACCEPTABLE TO THE CITY ATTORNEY, BETWEEN THE CITY OF MIAMI ("CITY") AND KEI 3567 NW 33 WRHS, LLC, A FLORIDA LIMITED LIABILITY COMPANY ("LESSOR"), FOR THE USE OF APPROXIMATELY TWO THOUSAND SQUARE FEET ("2,000 SQ. FT.") OF WAREHOUSE SPACE LOCATED AT 3320 NORTHWEST 35 AVENUE, MIAMI, FLORIDA 33142 ("PREMISES") FOR THE OPERATION OF THE POLICE DEPARTMENT'S SPECIAL INVESTIGATIONS SECTION ("SIS"), COMMENCING ON THE COMMENCEMENT DATE, FOR AN INITIAL BASIC MONTHLY RENT OF THREE THOUSAND FIVE HUNDRED DOLLARS ($3,500.00), FOR A PERIOD OF TEN (10) YEARS, IN ADDITION TO AN ADDITIONAL MONTHLY RENT OF SIX HUNDRED SIXTY-SIX DOLLARS AND SIXTY-SEVEN CENTS ($666.67), AS MORE PARTICULARLY SET FORTH IN THE DRAFT LEASE AGREEMENT; FURTHER AUTHORIZING THE CITY MANAGER TO NEGOTIATE AND EXECUTE ANY AND ALL NECESSARY DOCUMENTS, INCLUDING, BUT NOT LIMITED TO, AMENDMENTS, RENEWALS, AND EXTENSIONS, ALL IN FORMS ACCEPTABLE TO THE CITY ATTORNEY, FOR SAID PURPOSE. WHEREAS, pursuant to Resolution No. R-06-0700 adopted on December 14, 2006, the City Commission authorized the City Manager to execute a lease agreement ("Lease") between the City of Miami ("City") and AVS International Group, Inc., a Florida Corporation ("Lessor"), for the City's use of two thousand square feet (2,000 sq. ft.) of warehouse space ("Premises"); and WHEREAS, the Lease included an initial term of one (1) year commencing January 1, 2007 and ending December 31, 2007 and provided for five (5) additional one (1) year options to renew, said options providing for the same base rent for the first two (2) renewal periods and providing that the base rent during renewal years 2010, 2011, and 2012 would be subject to City Commission approval; and WHEREAS, pursuant to Resolution No. R-10-0052 adopted on February 11, 2010, the City Commission authorized the City Manager to execute Amendment No. 1 to the Lease at a mutually agreed upon rate of eleven dollars ($11.00) per square foot effective from January 1, 2010 through December 31, 2010; and WHEREAS, pursuant to Resolution No. R-11-0353 adopted on September 15, 2011, the City Commission authorized the City Manager to execute Amendment No. 2 to the Lease at a mutually agreed upon rate of ten dollars ($10.00) per square foot effective from January 1, 2011 through December 31, 2011; and WHEREAS, pursuant to Resolution No. R -18-0321, adopted on July 26, 2018, the City Commission authorized the City Manager to execute Amendment No. 3 to the Lease at a mutually agreed upon rate of thirteen dollars and twenty cents ($13.20) per square foot effective from June 1, 2018 through May 31, 2021; and WHEREAS, since the expiration of the Lease, the City has continued to use the Premises on a month -to -month basis pursuant to the terms of the Lease; and WHEREAS, the City and the Lessor wishes to enter into a new Lease Agreement ("Agreement") authorizing the SIS continued use of the Premises; and WHEREAS, the proposed Agreement is for a ten (10) year term commencing on the Commencement Date at an initial Basic Monthly Rent three thousand five hundred dollars and zero cents ($3,500.00) in addition to an Additional Monthly Rent in the amount of six hundred sixty-six dollars and sixty-seven cents ($666.67) subject to change; 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 thereto and incorporated herein as if fully set forth in this Section. Section 2. The City Manager is hereby authorized' to negotiate and execute the draft Agreement, in a form acceptable to the City Attorney, between the City and the Lessor for a period of ten (10) years for the City's use of the Premises for the purpose of the Special Investigations Section of the Miami Police Department ("MPD") for an initial Basic Monthly Rent in the amount of three thousand five hundred dollars and zero cents ($3,500.50) in addition to an Additional Monthly Rent in the amount of six hundred sixty-six dollars and sixty-seven cents ($666.67) subject to change. Section 3, The City Manager is further authorized' to negotiate and execute all necessary documents, including, but not limited to, non -substantive amendments, renewals, and extensions, all in forms acceptable to the City Attorney, subject to all allocations, appropriations, prior budgetary approvals, and all in compliance with applicable provisions of the City Code, as may be deemed necessary for said purpose. Section 4. This Resolution shall become effective immediately upon its adoption. APPROVED AS TO FORM AND CORRECTNESS: ria dez, ity ttor 12/13/2023 Pursuant to the resolution, this item became effective immediately upon adoption by the Commission. 1 The herein authorization is further subject to compliance with all legal requirements that may be imposed by, including but not limited to, those prescribed by applicable City Charter and City Code provisions. Olivera, Rosemary From: Sent: To: Cc: Subject: Attachments: Pivovarov, David Friday, May 17, 2024 11:23 AM Olivera, Rosemary; Ewan, Nicole; Hannon, Todd Blue, Sabrina; Castellon, Thalya; Bustamante, Aldo; Frey, Andrew Matter No. 23-2148 - 3320 NW 35th Ave - PD Lease Matter No. 23-2148 - 3320 NW 35th Ave.pdf Happy Friday, Clerk's Office. Please find attached an executed copy of the lease that is to be considered an original agreement for your records. Thanks! David Pivovarov Assistant Director Real Estate & Asset Management 444 SW 2" Ave, Miami, FL 33130 M: (305) 570-7670 E: dpivovarov@miamigov.com 1