XXXXXXX 00.0
XXX-XXX-XXX LEASE
This Agreement, entered into this 24th day of August, 1995 between
Xxxxxx Xxxxx, Trustee, hereinafter called tile Lessor, party of the first part,
and Motor Cars of South Florida, Inc., Xxxxxxx Xxxxxx, Xxxxx Xxxxxx and Xxx
Xxxxxxxxx, all jointly and severally, are collectively hereinafter called the
Lessee or Tenant, party of the second part:
Witnesseth, that the said Lessor does this day lease unto said Lessee,
and said Lessee does hereby hire and take as tenant the building located at 0000
X. Xxxxxxx Xxxxxxx, Xxxxxx Xxxxx, Xxxxxxx shown in the drawing attached hereto
With associated parking (except one wash bay in the auto cleanup area and except
the right of ingress and egress to use the foregoing are hereby retained by
Lessor and/or Lessor's successors and assigns) (the "Premises"), to be used and
occupied by the Lessee as for the sale and leasing of cars, trucks and other
motor vehicles and for no other purposes. This Lease is for the term of one year
subject and conditioned on the provisions of this Lease beginning the 20th day
of August 1995, and ending the 19th day of August, 1996, with rent payable as
follows:
1. Upon the execution of this Lease Lessee shall pay to Lessor
the sum of $7,505.96 4 representing first and last month's
rent including applicable sales tax and first and last months
property tax payment which is referred to in paragraph 4
below.
2. During the first year the monthly rental payments in the
amount of $3,000.00 shall be due on the first day of each
month together with sales tax (currently in the amount of 6%)
and all other applicable taxes and also any increases in such
taxes which occur after the commencement of this Lease. From
August 20, 1995 through September 30, 1995 the tenant-may
occupy the Premises without paying any monthly rent. The rent
obligation of $3,000.00 per month shall commence October 1,
1995 at which time Lessor will apply the first month's rent
collected (referred to above) to the month of October. Tenant
shall be obligated to pay all other charges (other than the
$3,000.00 per month rent from August 20, 1995 through
September 30, 1995) under this Lease commencing August 20,
1995.
If in any month the rent has not been paid by the first day of
said month then commencing the 3rd day of said month the
Lessee shall pay a late charge in the amount of $50.00 per day
through and including the loth day of the month. If the rent
has not been paid on or before the loth day of the month,
Lessee shall be in default.
3. Notwithstanding anything to the contrary in this Lease the
rent as set forth above shall be completely NET-NET-NET to the
Lessor. The rent and any additional rent or other charges due
to Lessor shall be paid in lawful money of the United States,
at the place of payment, without notice or demand and without
abatement, deduction or set off of any amount whatsoever. Ail
checks tendered by Lessee to Lessor for rent payments or other
payments due under this Lease must be drawn on a commercial
bank located in Palm Beach County, Florida. If any check is
returned unpaid to Lessor then all further payments under this
Lease by Lessee to Lessor shall be made exclusively by
cashier's check drawn on a commercial bank in Palm Beach
County, Florida.
4. As additional rent, the Lessee shall pay on the first day of
each month estimated real estate taxes to the Lessor. The
estimated tax payments shall commence October 1, 1995. The
estimated amount shall be calculated based upon 110% of the
gross amount of prior years tax (currently $572.98 per
month)or if at the time a payment is required the current tax
xxxx is available, then the payments shall be based upon the
taxes for the current year. When a new tax xxxx is received by
Lessor, then the parties shall immediately adjust between them
any excess or deficient payment amount. In the event that
Lessee has overpaid then Lessee shall receive a credit on the
next ensuing rental payment or a refund if the
adjustment is after the expiration of this Lease. The annual
taxes for which Lessee shall be responsible shall be equal to
35% of the total gross amount billed on the tax xxxx for
Lessor's property which is billed under property control
number 12 43 46 28 07 014 0110 or any successor number
utilized by the Tax Collector of Palm Beach County.
The rent and other payments due from Lessee under this Lease
shall be available at the Premises for Lessor to pick up on
the first day of each month. Lessee shall not be responsible
for a late charge if the late payment is solely due to the
Lessors failure to be at the Premises to pick up the rent and
other required payments. Lessor may at any time require by
written notice to Lessee that the rent and other payments be
mailed to Lessor at an address to be designated by Lessor.
The following express stipulations and conditions are made a
part of this Lease and are hereby agreed to by the Lessee:
5. The Lessee shall not use the Premises or any part thereof, nor
permit the same, or any part thereof, to be used for any other
purpose than as above stipulated, nor make any alterations
therein, or additions thereto, without the written consent of
the Lessor, and all additions, fixtures and improvements
(including accessories to all of the foregoing) made by Lessee
shall become the property of the Lessor and remain upon the
Premises as a part thereof, and be surrendered with the
Premises at the termination of this Lease. Additions, fixtures
and improvements (including accessories to all of the
foregoing) which are made by Lessee which shall become the
property of Lessor include but are not limited to anything
that becomes affixed to or attached to the Premises or its
appurtenances, even if said items could be removed without
doing damage to the Premises.
Lessor shall have the right to give written notice to Lessee
before the expiration of the term to remove some or all of the
above referred to items, in which event Lessee must remove
such items as Lessor directs and restore the Premises to the
condition they were in at the beginning of the term.
6. All personal property placed or moved in the Premises above
described shall be at the risk of the Lessee or owner thereof,
and Lessor shall not be liable for any damage to said personal
property, or to the Lessee arising from the bursting or
leaking of water pipes, or from any act of negligence Of any
co-tenant or occupants of the building or of any other person
whomsoever or due to acts of God.
7. That the Lessee shall comply with all statutes, ordinances,
rules, codes, orders, regulations and requirements
(collectively, the "Codes") of the Federal, State, County and
City Government and of any and all their Departments and
Bureaus applicable to said Premises during said term. It is
expressly agreed that Lessee's obligation to al comply with
the Codes shall be at Lessee's expense.
8. In the event the Premises shall be destroyed or so damaged or
injured by fire or other casualty during the life of this
agreement, whereby the same shall be rendered untenantable,
then the Lessor shall have the right to render said Premises
tenantable by repairs within 180 days therefrom. If said
Premises are not rendered tenantable within said time, it
shall be Optional with either party hereto to cancel this
Lease, and in the event of such cancellation the rent shall be
paid only to the date of such fire or casualty. The
cancellation herein mentioned shall be evidenced in writing.
9. The prompt payment of the rent for said Premises upon the
dates named, and the faithful observance of the rules and
regulations printed upon this Lease, and which are hereby made
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a part of this covenant, and of such other and further rules
or regulations as may be hereafter made by the Lessor, are the
conditions upon which the Lease is made and accepted and any
failure on the part of the Lessee to comply with the terms of
said Lease, or any of said rules and regulations now in
existence, or which may be hereafter prescribed by the Lessor,
shall at the option of the Lessor, work a forfeiture of this
contract, and all of the rights of the Lessee hereunder.
10. The Lessee agrees to pay all charges for electricity or other
illumination and all other utilities, and for all water,
sewer, and solid waste disposal and should said charges at any
time remain due and unpaid for the space of five days after
the same shall have become due, the Lessor may at its option
consider the said Lessee a tenant at sufferance and the entire
rent for the rental period shall be once be due and payable
and may forthwith be collected by distress or otherwise.
11. The Lessor, or any of his agents, shall have the right to
enter said Premises during all reasonable hours, to examine
the same and the right but not the obligation to make any
repairs, additions or alterations as may be deemed necessary
for tile safety, comfort, or preservation thereof, or of said
building, or to exhibit said Premises, and to put or keep upon
the doors or windows thereof a notice "For Rent" at any time
within thirty (30) days before the expiration of this Lease.
The right of entry shall likewise exist for Elie purpose of
removing placards, signs, fixtures, alterations, or additions,
which do not conform to this agreement, or to the rules and
regulations of the building.
12. Lessee hereby accepts the Premises in the condition they are
in at the beginning of this Lease and agrees not to commit or
permit waste of the Premises, Lessee shall maintain, repair
and replace at Lessee's sole cost and expense any and all
portions of the building, plumbing, electrical, glass, air
conditioning systems, appliances, equipment, sewer, water,
sprinkler system, landscaping, parking lot area and parkway
lawn and the appurtenances to all of the foregoing items. All
maintenance, repair and replacement shall be done by lawfully
licensed contractors approved in writing by the Lessor.
The Lessee shall maintain the said Premises in the same
condition, order and repair as they are at the commencement of
said term and to make good to said Lessor immediately upon
demand, any damage to the Premises, to the appurtenances and
to any personal property located in or on the Premises. All
replacements done by the Lessee shall be new.
13. If the Lessee shall become insolvent or if bankruptcy
proceedings shall be begun by or against the Lessee, before
the end of said term the Lessor is hereby irrevocably
authorized at its option, to forthwith cancel this Lease, as
for a default. Lessor may elect to accept rent from such
receiver, trustee, or other judicial officer during the term
of their occupancy in their fiduciary capacity without
affecting Lessor's rights as contained in this contract, but
no receiver, trustee or other judicial officer shall ever have
any right, title or interest in or to the above described
property by virtue of this contract.
14. A failure by the Lessor to demand Lessee's strict performance
of an obligation of Lessee under this Lease will not be
construed as a waiver of Lessor's right to demand strict
performance of Lessee's obligations on any subsequent
occasion.
15. Lessor's acceptance of rent with knowledge of Lessee's default
under the Lease will not be construed as a waiver of Lessor's
right to require Lessee to cure the default. If Lessee falls
to cure the default timely, or if the default was of such
nature that it cannot be cured, this Lease may be terminated
at the election of Lessor.
16. Lessee shall not file any applications with the City of Delray
Beach or any other governmental entity or agency to change the
3
Comprehensive Plan designation or the zoning applicable to the
Premises or that shall seek any other land use related
approval pertaining to the Premises.
17. 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 arc 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 public health unit.
18. The Lessee covenants and agrees that from and after the
execution date Of this Lease the Lessee will carry and
maintain, Be Its sole cost and expense, the following types of
insurance, in the amount specified and in the form hereinafter
provided:
A. Public Liability (Bodily Injury and Property Damage)
- public liability insurance covering the Premises
and Lessee's use thereof against claims for personal
injury and death and property damage occurring upon,
in or about the Premises, such insurance to afford
protection to the limit of not less than one million
dollars ($1,000,000.00) in respect of injury and
death to any number of persons arising out of any
one occurrence and such insurance against property
damage to afford protection to the limit of not less
than three hundred thousand ($300,000.00) in respect
of property damage arising out of any one
occurrence. Lessee may provide this insurance with a
combined single limit policy having coverage in an
amount not less than $1,300,000.00.
B. Fire and Extended Coverage (All Risk Coverage)
Insurance - the Lessee at all times during the term
of this Lease shall keep all buildings and
improvements now or hereafter erected on the Premises
as well as appurtenances insured pursuant to a fire
and extended coverage (all risk coverage) insurance
policy providing protection and coverage for all
risks in an amount not less than their full insurable
replacement value. In lieu of the tenant providing
the insurance, referred to in this paragraph B, the
tenant may for the period up to March 20, 1996 pay to
Lessor a contribution toward the insurance as
follows:
(1) Pay quarterly, to the Lessor, the sum of
$375.00. The first quarterly payment shall
be due August 20, 1995 and the second
quarterly payment shall be due November 20,
1995, or
(2) Pay monthly, to the Lessor, the sum of
$125.00. If tenant elects this option the
first payment shall be due September 1, 1995
and shall continue on the first day of each
month thereafter.
Notwithstanding, Tenant's contribution toward
insurance the Lessor shall have no liability to
Tenant and Tenant hereby waives and relinquishes any
right or claim for any damages incurred by Tenant due
to any failure of Lessor to obtain such insurance.
The amount of Tenant's contribution set forth above
shall be final and conclusive and not subject to
proration.
The Tenant shall be responsible for obtaining at
Tenant's expense such all risk coverage for Tenant's
own property as Tenant may desire to obtain, it being
understood that the Lessor shall have not
responsibility or liability for any damage to
Tenant's personal property.
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C. Fire Legal Liability Insurance - the Lessee at all
times during the terms of this Lease shall keep in
force a fire legal liability insurance policy in an
amount of not less than two hundred thousand dollars
($200,000,00).
D. All policies of insurance must be in a form and with
coverages as approved by Lessor and shall be issued
by insurance companies with general policy holder's
rating of not less than A and a financial rating of
AAA as rated in the most current available "Bests "
insurance reports and qualified to do business in the
state of Florida. The policies shall name the Lessor
as an additional insured and the Lessee shall within
three (3) days before the commencement date of this
Lease deliver to Lessor(at the address set forth
herein for notices) the original policies together
With evidence of premium payment. In addition all
policies shall be written as a primary policy which
does not contribute to and is not in excess of
coverage which Lessor may carry. All renewal policies
must be delivered to Lessor not less than thirty (30)
days before the expiration of the policy. No policy
of insurance shall be subject to cancellation or
reduction in amount unless at least thirty (30) days
advance written notice Is given to Lessor.
19. Lessee shall not use, store, dispose of, or allow third
parties to use, store or dispose of, in, upon, under, or about
the Premises, or otherwise in any way allow the Premises to be
contaminated by, any toxic, hazardous, or other
environmentally detrimental waste, substance or material,
Including, without limitation, as the same is defined, listed
or contemplated in the Comprehensive Environmental Response,
Compensation and Liability Act of 1980 ("CERCLA") 42 U.S.C. S
9601, et seq., the Superfund Amendments and Reauthorization
Act of 1986 ("XXXX"), Public Law 99-499, 100 Stat. 1613, the
Resource Conservation and Recovery Act ("RCRA"), 42 U.S.C. S
6901, et seq., the Florida Resource Recovery and Management
Act, S 403.701, et seq., Florida Statutes, the Pollutant Spill
Prevention and Control Act, S 376.011-376.17 and S
376.19-376.2t, Florida Statutes and like laws, regulations,
and ordinances, as amended to date (collectively, "Toxic
Substance").
20. Tenant covenants and agrees that, without the execution of any
subordination agreement, this Lease shall be and it hereby is
made subject and subordinate at all times to the lien of any
and all mortgages affecting the Premises now existing or
hereafter made, given to secure loans or advances made by any
mortgagee, and extensions, renewals and modifications thereof.
21. Tenant shall not assign, mortgage or encumber this Lease, or
sublet, license or permit all or any part of the Premises to
be used by others, whether voluntarily, by operation of law,
or otherwise, Without Lessor's prior written consent. If this
Lease is assigned, or all or any part of the Premises are
sublet, or occupied by anyone other than tenant, Lessor may
collect rent due. However, no such collection of rent shall be
deemed a waiver of Lessor's consent, Lessor's acceptance of
the assignee, sublessee, or occupant as tenant, or a release
of tenant's performance of its obligations under this Lease.
Lessor may, for any reason or for no reason, withhold its
consent to any assignment or subletting, but if such consent
is granted in any instance, the same shall not relieve tenant
or any assignee or subtenant from obtaining Lessor's written
consent to any further assignment or subletting.
22. If the Lessee shall abandon or vacate said Premises before the
end of the term of this Lease, or shall suffer the rent to be
in arrears, or otherwise default hereunder, the Lessor may, at
his option, forthwith cancel this Lease or he may enter said
Premises as the agent of the Lessee, without being liable in
any way therefore, and relet the Premises with or without any
furniture that may be therein, as the agent of the Lessee, at
5
such price and upon such terms and for such duration of time
as the Lessor may determine, and receive the rent therefore,
applying the same to the payment of the rent due by these
presents, and if the full rental herein provided shall not be
realized by Lessor over and above the expenses to Lessor in
such reletting, the said Lessee shall pay any deficiency, or
Lessor may accelerate and declare the entire remaining base
relet and all other charges due from tenant to Lessor for the
balance of this Lease to be immediately due and payable
forthwith, and may at once take legal action to recover and
collect the same. Lessee will be deemed to have abandoned
Premises if Lessee is absent for more than 14 days and the
rent is unpaid for any portion of that time, or if Lessee is
absent for more than 30 days although the rent is fully paid.
23. Tenant shall protect, save and keep Lessor (and the
beneficiaries of the trust of which Lessor is trustee which
includes family members of Lessor) harmless and indemnified
against and from any loss, liabilities, damages, costs, fines,
penalties and expenses, arising out of or from any accident or
Other occurrence on the Premises causing injury or damage to
any person or property, due or claimed to be due to any act or
neglect of tenant, its agents or employees, or failure to
comply with and perform any of the requirements and provisions
of this Lease on its part to be performed and tenant shall at
Its own cost and expense, defend and indemnify Lessor against
all such matters during the entire term of Lease. The term
*expenses" shall include attorney's fees and paralegal fees
incurred by Lessor including but not limited to such attorney
s fees and paralegal fees incurred prior to the institution Of
litigation and in litigation to include trial and appellate
proceedings, and in arbitration, bankruptcy and other
administrative and 'Judicial proceedings and whether suit be
brought or not and reasonably incurred or paid at any time by
the Lessor. The provisions of this paragraph shall survive any
expiration or termination of this Lease.
24. In addition to Lessee's other obligations hereunder to
maintain and replace, the Lessee shall maintain the all safety
and security lighting on the Premises in good condition and
repair at all times. If the lighting is in need of replacement
then the Lessee shall promptly replace said lighting
(including any appurtenances). A6 replacements made hereunder
shall be new. The Lessee shall pay the amounts billed by
Florida Power and Light Company for electricity related to the
safety and security lighting (including for the off- site
lighting which is included in the xxxx from FP&L related to
Elie Premises) for the Premises. The Lessee shall also pay for
any other electricity and any additional lighting that the
Lessee uses in connection with their use of the Premises.
25. It is understood and agreed between the parties hereto that
time is of the essence of this contract and this applies to
all terms and conditions contained herein.
26. It is understood and agreed between the parties hereto that
written notice mailed or delivered to the Premises leased
hereunder shall constitute sufficient notice to the Lessee and
written notice mailed or delivered to the office of the Lessor
at 0000 X. Xxxxxxx Xxxxxxx, Xxxxxx Xxxxx, F1 33483-3245 shall
constitute sufficient notice to the Lessor, to comply with the
terms of this contract. Lessor may change the address to which
notices are sent to Lessor hereunder by providing written
notice of such change to Lessee.
27. The rights of the Lessor under this lease shall be cumulative,
and failure on the part of the Lessor to exercise promptly any
rights given hereunder shall not operate to forfeit any of the
said rights.
28. It is further understood and agreed between the parties hereto
that any charges against the Lessee by the Lessor for services
or for work done on the Premises by order of the Lessee or
6
otherwise accruing under this contract shall be considered as
rent due and shall be included in any lien for rent due and
unpaid.
29. It is hereby understood and agreed that any signs to be used,
including awnings, in connection With Elie Premises leased
hereunder shall be first submitted to the Lessor for written
approval before installation of same. The Lessee shall deliver
to Lessor with the written request for approval, complete
detailed plans for the sign(s). Tile detailed plans must
comply with the requirements of the City of Delray Beach.
30. Lessee shall maintain in force and in good condition at
Lessee's expense the alarm system and service and 24 hour
monitoring system which Lessor has been utilizing for the
Premises. If at any time, said system requires replacement,
then Lessee shall replace the system at Lessee's sole cost and
expense.
31. In addition to Lessee's other obligations to maintain and
replace under this Lease, the Lessee shall at all times
maintain, trim, cut, prune, install, repair and replace as
required by Lessor and/or as required by the City of Delray
Beach, Florida by landscapers approved in writing by Lessor.
32. As of March 20, 1996 the Lessor or Lessee may cancel this
Lease by providing written notice to the other party hereto on
or before said March 1, 1996. If proper notice of cancellation
has been provided then this Lease shall terminate as of March
20, 1996.
33. The Lessor retains the right (but not the obligation) to
relocate the existing sign Structure and appurtenances in the
southeast corner of the adjacent property (leased to
Performance Cars of South Florida, Inc., d/b/a X.X. Xxxxxxx)
to the Premises hereunder at such location as shall be
determined in the sole and exclusive judgment of the Lessor.
34. Lessee shall not de-grease any vehicles and/or engines on the
Premises. Lessee shall not wash any engines on or near the
Premises.
IN WITNESS WHEREOF, the parties have executed this lease as set forth
below.
Lessor:
_____________________________ ________________________________
Xxxxxx Xxxxx, Trustee
_____________________________
Lessee:
Motor Cars of South Florida, Inc., a Florida
corporation
_____________________________ By: ___________________________
President
_____________________________
_____________________________ ________________________________
Xxxxxxx Xxxxxx, Individually and Personally
_____________________________
_____________________________ ________________________________
Xxxxx Xxxxxx, Individually and Personally
_____________________________
_____________________________ ________________________________
Xxx Xxxxxxxxx, Individually and Personally
_____________________________
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LETTER AGREEMENT
On this 20th day of August, 1995, the undersigned have entered into a
Lease
The Lessee has expressed an interest in being able to utilize certain
personal property presently located on the Premises in connection with their use
of the Premises. The personal property is the following:
8 desks
4 computer desks
1 lateral metal file
13 chairs
5 bookcases
1 wood typing stand
2 built in kitchen cabinet sets
3 double door metal cabinets
3 file cabinets
1 central vacuum and associated equipment
1 Star Plus 244EX telephone system*
10 telephones*
1 small switchboard*
1 refrigerator/freezer Hotpoint
1 microwave oven
1 water cooler
7 paddle fans (five inside and two outside)
8 levolors (6 to 9 feet in length)
1 burglar alarm system
1 electronic air cleaner
1 floor safe
3 metal storage sheds Misc. shelving
1 fire extinguisher
1 water softener
1 water cooler
*The telephone system, switchboard and telephones may be removed by Lessor at
any time during the Lease term and Lessor shall have no liability to the Tenant
therefor. The Tenant shall thereafter install a new telephone system including
telephones.
Executive office includes
1 high back office chair
1 teak desk
2 teak credenzas
2 leather chairs
1 large artificial tree
The landlord agrees, that for no additional rent to lessee, that as
long as the lessee is not in default under the Lease the lessee may use the
above referenced personal property upon the following conditions;
1. The lessee shall, at all times, maintain the personal property
in good condition and repair and shall (upon expiration or
termination of the Lease) deliver the personal or replace item
of personal property. The obligations of Lessee under this
paragraph shall survive any termination or expiration of the
Lease.
Lessor:
_____________________________ _________________________________
Xxxxxx Xxxxx, Trustee
_____________________________
Lessee:
Motor Cars of South Florida, Inc.,
a Florida corporation
_____________________________ By: ____________________________
President
_____________________________
_____________________________ _________________________________
Xxxxxxx Xxxxxx, Individually and Personally
_____________________________
_____________________________ _________________________________
Xxxxx Xxxxxx, Individually and Personally
_____________________________
_____________________________ _________________________________
Xxx Xxxxxxxxx, Individually and Personally
_____________________________
If Lessees choose to renew a second year a basic increase of basic rent will go
from $3,000.00 to $3,500.00 (increase of $500.00) and for a additional 3rd year.
The base will go to $4,000.00 (a second increase of $500.00). All lease
provisions and terms will stay the same. The Lessor agrees to a second and third
year as long as Lessees are not in any defaults of this contract.
2
NET-NET-NET LEASE
This Agreement, entered into this 15th day of November, 1996 between
Xxxxxx Xxxxx, Trustee, hereinafter called the Lessor, party of the first part,
and Motor Cars of South Florida, Inc., Xxxxxxx Xxxxxx, Xxxxx Xxxxxx and Xxx
Xxxxxxxxx, all jointly and severally, are collectively hereinafter called the
Lessee, party of the second part:
Witnesseth, that the said Lessor does this day lease unto said Lessee
and said Lessee does hereby hire and take as Lessee the building (less and
except the office in the rear of the building which also has its entrance
through the rear of the building shown on Exhibit B attached hereto and made a
part hereof) located at 0000 X. Xxxxxxx Xxxxxxx, Xxxxxx Xxxxx, Xxxxxxx with
associated customer parking in front of said building only, all as shown in the
drawing attached hereto as Exhibit B and incorporated herein by reference (the
'Premises), to be used and occupied by the Lessee as for the sale and leasing
(leases must be not less than 30 days duration) of cars, trucks and other motor
vehicles and for no other purposes. This Lease is for the term of six (6) years
subject and conditioned on the provisions of this Lease beginning the 1st day of
March 1, 1997, subject to extension as set forth below1, and ending the 28th day
of February, 2003 (extended for any delay that occurs in Lessor delivering the
Premises to Lessee on March 1, 1997), with rent payable as follows:
1. Upon execution of this Lease, Lessee shall pay to Lessor the
following sums: (i) $5,000.00 for first month's rent plus
applicable sales taxes, property taxes and other taxes, (ii)
$5,000.00 for last month's rent plus applicable sales taxes,
property taxes and other taxes, and (iii) $7,500.00 plus
applicable sales and other taxes, for security deposit. Lessee
agrees that no interest will accrue or be payable to Lessee
for any advance rent, security deposit or advance real estate
tax payment or any other advance payments received by Lessor.
2. Base Rent Schedule: In addition to the monthly base rent set
forth below the Lessee shall pay to Lessor with each monthly
rent payment the applicable sales tax and any other applicable
tax (including any increases in such taxes which occur after
the date hereof) and all other charges under this lease that
are due at the time of a monthly base rent payment.
Year 1 - $5,000.00 per month, Year 2 - $5,000.00 per month,
Year 3 - $5,000.00 per month, Year 4 - $5,000.00, Year 5 -
$5,000.00 and Year 6 - $5,000.00.
If in any month the rent has not been paid by the first day of
said month then commencing the 5th day of said month the
Lessee shall pay a late charge in the amount of $50.00 per day
through and including the 15th day of the month. If the rent
has not been paid on or before the 15th day of the month,
Lessee shall be in default.
3. Notwithstanding anything to the contrary in this Lease the
rent as set forth above shall be completely NET-NET-NET to the
Lessor. The rent and any additional rent or other charges due
to Lessor shall be paid in lawful money of the United States,
at the place of payment, without notice or demand and without
abatement, deduction or set off of any amount whatsoever. All
checks tendered by Lessee to Lessor for rent payments and any
other payments hereunder must be drawn on a commercial bank
located in Palm Beach County, Florida. All checks shall be
written only on accounts wherein the funds are immediately
----------------------
(1) Lessor will be doing renovations to the exterior and interior of the 2600
building which will be substantially as set for%h in the plans on Exhibit A-1
and A-2 attached hereto and made a part hereof, as such plans may be amended
from time to time due to requirements of governmental authorities and such other
changes as Lessor may in his sole and absolute judgement deem are in the best
interest of the building. If the completion of the renovations goes beyond March
1, 1997 the Lessor may delay the commencement of the least (which will thereby
delay Lessee's obligations) for a reasonable period of time as long as Lessor is
proceeding in good faith to complete the renovations. Lessee understands that
renovations of this type will take approximately 4-6 months from the date of
obtaining the building permit to complete. Lessee agrees that if delay past
March 1, 1"7 occurs, that Lessee will thereafter occupy the Premises and
Lessee's rent and other obligations shall commence 5 days after Lessor has
provided Lessee written notice that the renovations are complete
available in full to pay the checks so that if Lessor goes to
the bank that said check(s) is written on the check will be
paid immediately upon his demand in such form as is acceptable
to Lessor. If a check is written on an account in which the
funds are not immediately so available this shall constitute a
material default under this lease.
At any time, upon 48 hours notice to either Xxxxxxx Xxxxxx,
Xxxxx Xxxxxx, Xxx Xxxxxxxxx or Xx. Xxxxx (Lessor does not have
to comply with the usual notice provision in regard to this
notice), the Lessor may demand that all of Lessees' payments
under this lease be made only be cashier's check. Thereafter,
if Lessee tenders to Lessor a check other than a cashier's
check drawn on a commercial bank located in Palm Beach County,
Florida this shall constitute a material default under this
lease.
4. As additional rent throughout the entire lease term, the
Lessee shall pay on the first day of each month estimated real
estate taxes to the Lessor. The estimated tax payments shall
commence March 1, 1997. The estimated amount shall be
calculated based upon 110% of the gross amount of prior years
tax (currently $794.78 per month) or if at the time a payment
is required the current tax xxxx is available, then the
payments shall be based upon the taxes for the current year.
When a new tax xxxx is received by Lessor, then the parties
shall immediately adjust between them any excess or deficient
payment amount. In the event that Lessee has overpaid then
Lessee shall receive a credit on the next ensuing rental
payment or a refund if the adjustment is after the expiration
of this Lease. In the event that Lessee has underpaid then
Lessee shall immediately pay to Lessor as additional rent the
amount of the underpayment. The annual taxes for which Lessee
shall be responsible shall be equal to 52% of the total gross
amount billed on the tax xxxx for Lessor's property which is
billed under property control number 43-46-299-07-014-0110 or
any successor number(s) utilized by the Tax Collector of Palm
Beach County.
The rent and other payments due from Lessee under this Lease
shall be available at the Premises for Lessor to pick up on
the first day of each month. Lessee shall not be responsible
for a late charge if the late payment is solely due to the
Lessors failure to be at the Premises to pick up the rent and
other required payments. Lessor may at any time require by
written notice to Lesser. that the rent and other payments be
mailed -to Lessor at an address to be designated by Lessor.
The following express stipulations and conditions are also
made a part of this Lease and are hereby agreed to by the
Lessee:
5. The Lessee shall not use the Premises or any part thereof, nor
permit the same, or any part thereof, to be used for any other
purpose than as above stipulated, nor make any alterations
therein, or additions thereto, without the written consent of
the Lessor which may be arbitrarily withheld, and all
additions, fixtures and improvements (including accessories to
all of the foregoing and all sign age) made by Lessee shall
become the property of the Lessor and remain upon the Premises
as a part thereof, and be surrendered with the Premises at the
termination of this Lease. Additions, fixtures and
improvements (including accessories to all of the foregoing
and all sign age) which are made by Lessee which shall become
the property of Lessor include but are not limited to anything
that becomes affixed to or attached to the Premises or its
appurtenances, even if said items could be removed without
doing damage to the Premises.
Notwithstanding the foregoing, Lessor shall have the right to
give written notice to Lessee before the expiration of the
term to remove some or all of the above referred to items, in
which event Lessee must remove such items as Lessor directs
and restore the Premises to the condition they were in at the
beginning of the term. However, if the Lessor has given Lessee
2
written permission to make an alteration or addition, the
Lessor will not require Lessee to remove such alteration or
addition upon the expiration of this Lease.
6. All personal property including but not limited to all motor
vehicles, whether owned by Lessee or any other person, placed
or moved into or onto the Premises or any other part of Block
14 Del Raton Park Plat Book 14, at Page 9 wising from, related
to, or connected in any way with the conduct and operation of
Lessee's business shall be at the risk of the Lessee or owner
thereof, and Lessor shall not be liable for any damage to said
personal property, or to the Lessee its officers, employees,
guests and invitees due to: (i) the bursting or leaking of
water pipes, (ii) floods, (iii) the failure or breakdown of
any utilities, (iv) any failure of the budding or any portion
thereof, as now existing or as modified by the renovations
referred to on page 1 or other modifications in the future,
(v) from any act of negligence and/or wilful misconduct of any
person whomsoever (except as to any damage caused by a
malicious act of Lessor) or (vi) due to any acts of God.
7. That the Lessee shall comply with all statutes, ordinances,
rules, codes, orders, regulations and requirements
(collectively, the "Codes" of the Federal, State, County and
City Government and of any and all their Departments and
Bureaus applicable to the property in the Maintenance Area
(hereinafter defined) during said term including installation
of any capital improvements that may be required in connection
therewith. It is expressly agreed that Lessee's obligation to
comply with the Codes shall be at Lessee's expense.
8. In the event the Premises shall be destroyed or so damaged or
injured by fire or other casualty during the life of this
agreement, whereby the same shall be rendered partially or
totally untenantable, then the Lessor shall have the right and
option to render said Premises tenantable by repairs within
360 days therefrom and during said 360 day period this lease
shall continue provided that during the initial 180 days after
the damage occurred the Lessor has commenced and is diligently
pursuing the restoration. If said Premises are not rendered
tenantable within said time (or Lessor has not commenced and
is diligently pursuing restoration within the foregoing 180
days), it shall be optional with either party hereto to cancel
this Lease. The cancellation herein mentioned shall be
evidenced in writing.
In the event Landlord elects to restore the Premises and
Lessee is deprived of the occupancy and use of a material
portion of the Premises, the base rent and monthly real estate
tax payment shall be equitably apportioned according to the
area of the Premises which is unusable by Lessee, until such
time as Lessor shall have completed its restoration. The lease
term shall "toll" during any period that the Premises are
completely untenantable.
9. If any part of the Premises or the building in which the
Premises are located is taken, condemned or transferred by
agreement in lieu of condemnation for any public or quasi
public use or purpose by any condemning authority, whether or
not this lease is terminated, the entire compensation award
therefor, both leasehold and reversion, shall be the property
of Lessor without any deduction therefrom for any present or
future estate of Lessee. Lessee hereby assigns to Lessor all
its right, title and interest to any such award, provided,
however, that the Lessee shall be entitled to pursue a claim
for moving and relocation expenses, its trade fixtures and
equipment and improvement which are the property of the
Lessee, as long as the Lessee's claim for any of the same does
not reduce or diminish the Lessor's award. Lessee shall
execute all documents required to accomplish such results.
If any part of the Premises or the building in which the
Premises are located is taken, condemned or transferred by
agreement in lieu of condemnation Lessor a his sole option may
terminate this few as of the time possession thereof vests in
the condemning authority or earlier date Lessee must surrender
possession to condemning authority.
3
10. The prompt payment of the rent for said Premises upon the
dates named and the faithful observance of the rules and
regulations as may be hereafter made by Lessor, are the
conditions upon which the Lease is made and accepted and any
failure on the part of the Lessee to comply with the terms of
said Lease, or any of said rules and regulations which may be
hereafter prescribed by the Lessor, shall at the option of the
Lessor, work a forfeiture of this contract, and all of the
rights of the Lessee hereunder.
11. The Lessee agrees to pay all charges for electricity or other
illumination and all other utilities, and for all water,
sewer, and solid waste disposal and should said charges at any
time remain due and unpaid for the space of five days after
the same shall have become due, the Lessor may at its option
consider the said Lessee at sufferance and the entire rent for
the entire remaining lease term shall at once be due and
payable and may forthwith be collected by distress or
otherwise. Lessee agrees that Lessor shall have access for his
personal use to any utilities, water, electricity, and garbage
dumpster on or in the Premises for no charge.
12. The Lessor, or any of his agents, shall have the right:(i) to
enter said Premises during all reasonable hours, to examine
the same and the right but not the obligation to make any
repairs, additions or alterations as may be deemed necessary
for the safety, comfort or preservation thereof, or of said
building, (ii) to extend or modify any of the utilities
servicing or to serve any of Lessor's property including the
granting of easements for utilities and in easement for
ingress and egress related to such utilities, and (iij) to
exhibit said Premises, and to put or keep upon the doors or
windows thereof a notice 'For Rent" at any time within thirty
(30) days before the expiration of this Lease. The right of
entry shall likewise exist for the purpose of removing
placards, signs, fixtures, alterations, or additions, which do
not conform to this agreement, or to the rules and regulations
of the building.
13. As of the commencement of date of this Lease which is set
forth on page 1 hereof, Lessee accepts the Premises and the
Maintenance Area in the condition they are in as of said date
and agrees not to commit or permit waste, Lessee shall
maintain, repair and replace at Lessee's sole cost and expense
any and all portions of the building, plumbing, electrical,
glass, air conditioning systems, appliances, equipment, sewer,
water, sprinkler system, landscaping, parking lot area and
parkway lawn and the appurtenances to all of the foregoing
items that are located within the area designated for the
Lessee to maintain, repair and replace shown on Exhibit B
which is designated the "Maintenance Area' and for the
purposes of this lease the Maintenance Area is hereby defined
to include both the Premises and the area that is outside the
Premises but within the Maintenance Area.
The Lessee shall maintain, repair and/or replace, as needed,
all property within the said Maintenance Area in the same
condition, order and repair as they are at the commencement of
said term and to make good to said Lessor immediately upon
demand, any damage to and property within the Maintenance Area
to the appurtenances and to any personal property located in
or on the Premises. All replacements done by the Lessee shall
be new.
All maintenance, repair and replacement shall be done by
lawfully licensed contractors approved in writing by the
Lessor.
14. If the Lessee shall become insolvent or if bankruptcy
proceedings shall be begun by or against the Lessee , before
the end of said term the Lessor is hereby irrevocably
authorized at its option, to forthwith cancel this Lease, as
for a default. Lessor may elect to accept rent from such
receiver, trustee, or other judicial officer during the term
of their occupancy in their fiduciary capacity without
affecting Lessor's rights as contained in this contract, but
no receiver, trustee or other judicial officer shall ever have
4
any right, title or interest in or to the above described
property by virtue of this contract.
15. A failure by the Lessor to demand is strict performance of in
obligation of Lessee under this Lease will not be construed as
a waiver of Lessor's right to demand strict performance of
Lessee's obligations on any subsequent occasion.
16. Lessor's acceptance of rent with knowledge of Lessee's default
under the Lease will not be construed as a waiver of Lessee's
default.
17. Lessee shall not file any applications with the City of Delray
Beach or any other governmental entity or agency: (i) to
change the Comprehensive Plan designation, (ii) to change the
zoning applicable to the Premises, (iii) to protest the
property taxes or any other taxes which are levied on Lessor's
real property including the Premises, or (iv) that shall seek
any other land use related approval pertaining to the
Premises. Lessee shall, however, at Lessees expense, obtain
and keep in full force and effect, all occupational and/or
similar licenses required by the applicable governmental
authorities.
18. Radon is a naturally occurring radioactive gas that, when it
his 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 public health unit.
19. The Lessee covenants and agrees that from and after the
execution date of this Lease the Lessee will continuously
carry and maintain, at its sole cost and expense, the
following types of insurance, in the amount specified and in
the form hereinafter provided:
A. Commercial General Liability (including Bodily Injury
and Property Damage) - with contractual liability
endorsement covering all matters under paragraph 24
of this lease and providing coverage against all
claims, demands, and/or actions on in occurrence
basis for personal injury and death and property
damage arising from, related to, or connected in any
way with the conduct and operation of Lessee's
business, with such insurance as to injury and death
of any one person to afford protection to the limit
of not less thin three million dollars
($3,000,000.00) and for injury and death of more than
one person in any one occurrence to afford protection
to the limit of not less thin three million dollars
($3,000,000.00) and such insurance against property
damage to afford protection to the limit of not less
than five hundred thousand ($500,000.00) in respect
of property damage arising out of any one occurrence.
Lessee may provide this insurance with a combined
single limit policy having coverage in an amount not
less than $3,500,000.00.
B. Fire and Extended Coverage and Flood (All Risk
Coverage) Insurance - the Lessee at all times during
the term of this Lease shall keep all buildings and
improvements (including sign age) now or hereafter
erected on the Maintenance Area as well as
appurtenances insured pursuant to a fire and extended
coverage and flood coverage (all risk coverage)
insurance policy providing protection and coverage
for all risks in an amount not less than their full
insurable replacement value.
The Lessee shall be responsible for obtaining at Las
's expense such all risk coverage for Lessee's own
property as I may desire to obtain, it being
understood that the Lessor shall have not
responsibility or liability for any damage to
Lessee's property including but not limited to any
5
vehicles and/or inventory and Lessor shall have not
responsibility or liability for any damage to the
property of any other parties or persons including
but not limited to vehicles which may be on or about
the Maintenance Area.
C. Loss of Rent Insurance - Lessee shall provide
insurance coverage to Lessor so that, in the event of
any casualty or damage to the Premises which results
in a reduction of rent being received by Lessor from
Lessee, then the insurance company shall be obligated
to pay Lessor in full the amount of any such
reduction in rent being received by Lessor. If for
any reason Lessor does not receive insurance payments
which pay in full and when due, the rent that Lessee
would have been required to pay absent such casualty
or damage, then notwithstanding any other provision
of this lease the Lessee shall immediately pay to
Lessor the payments and amounts that should have been
received by Lessor under this paragraph.
D. Fire Legal Liability Insurance - the Leme at all
times during the terms of this Lease shall keep in
force a fire legal liability insurance policy in
amount of not less than three hundred thousand
dollars ($1,000,000.00).
E. All policies of insurance must be in a form and
with-coverages as approved by Lessor and shall be
issued by insurance companies with the highest
general policy holder's rating and highest financial
rating of Bests as rated in the most current
available Bests insurance reports and all of said
insurance companies must be qualified to do business
in the state of Florida. The policies shall name the
Lessor as an additional insured and the Lessee shall
within three (3) days . before the commencement date
of this Lease deliver to Lessor (at the address set
forth herein for notices) the original policies
together with evidence of premium payment. In
addition all policies shall be written as a primary
policy which does not contribute to and is not in
excess of coverage which Lessor may carry. All
renewal policies must be delivered to Lessor not less
than thirty (30) days before the expiration of the
policy. No policy of insurance shall be subject to
cancellation or reduction in amount unless at least
thirty (30) days advance written notice is delivered
to Lessor.
20. Lessee shall not use, store, dispose of, or allow third
parties to use, store or dispose of, in, upon, under, or about
the Maintenance Area, or otherwise in any way allow the
Maintenance Area to be contaminated by, any toxic, hazardous,
or other environmentally detrimental waste, substance or
material, including, without limitation, as the same is
defined, listed or contemplated in the Comprehensive
Environmental Response, Compensation and Liability Act of 1980
(*CERCLA*) 42 U.S.C. 5 9601, et seq., the Superfund Amendments
and Reauthorization Act of 1986 ("XXXX"), Public Law "499, 100
Stat. 1613, the Resource Conservation and Recovery Act
("RCRA"), 42 U.S.C. 5 6901, et seq., the Florida Resource
Recovery and Management Act, 403.701, et seq., Florida
Statutes, the Pollutant Spill Prevention and Control Act,
376.011-376.17 and 5 376.19-376.21, Florida Statutes and like
laws, regulations, and ordinances, as amended to date
(collectively, '"Toxic Substance").
21. That this Lease is and all of Lessee's right, title and
interest hereunder are and shall be subject and subordinate to
all mortgages, assignments of rents and leases, and/or other
loan documents executed in connection therewith (collectively
"Mortgages") that presently exist and all future Mortgages
that may hereafter be placed upon the property of which the
Premises are a part and all terms and conditions thereof and
to any and all advances made and/or to be made thereunder, and
6
to the-interest thereon, and to all renewals, replacements.
modifications, consolidations and extensions thereof, this
subordination by Lessee is unconditional and automatic,
However, Lessor may request and Lessee agrees that Lessee
shall upon such request and within 24 hours of such request,
execute, acknowledge, and deliver such other instruments as
may be required Lessor, any lender of Lessor and/or any title
insurance company or agent of such company that is insuring a
transaction related to the property of which the Premises are
part, to evidence such unconditional subordination in
recordable form. Lessee does hereby make, constitute and
irrevocably appoint Xxxxxx Xxxxx, Xxxxxxx Xxxxx, and Xxxxxxxx
Xxxxx as its attorneys-in-fact and in its name, place and
stead and does hereby authorize any of them as such an
attorney in fact to execute such instruments of unconditional
subordination if Lessee has not executed it as requested by
Lessor and delivered the executed original thereof to Lessor
within 24 hours of the request.
Any one of our attorneys in fact named above is hereby
enabled, at any time, acting alone, to execute, deliver and/
or record such subordination and other agreements referred to
herein. We specifically provide herein that joint or majority
action of the attorneys in fact shall not be required, any one
of them acting alone may exercise the powers herein granted.
For $1.00 and other good and valuable consideration including
but not limited to Lessor's execution of this Lease, the
receipt and sufficiency of which is acknowledged by the
undersigned, they intend and do hereby declare that this power
of attorney is coupled with in interest and hereby make this
power of attorney irrevocable by the undersigned or otherwise,
renouncing all right to revoke this power or to appoint any
other person to perform any of the act enumerated herein.
If for any reason, the irrevocable power of attorney, is
ineffective to carry out the transaction specific type
subordination in favor of Lessor's lender(s) and the Mortgages
and other loan documents now existing or hereinafter executed
or if for any reason the power of attorney, notwithstanding
its express provision to the contrary, is revoked, then the
Lessor may terminate this lease effective immediately upon
Lessor providing written notice to Lessee.
The foregoing provisions of all of this "21". shall also apply
to all property which Lessee leases in Block 14 Del Raton
Park.
22. Lessee shall not assign, mortgage or encumber this Lease, or
sublet, license or permit all or any pan of the Premises to be
used by others, whether voluntarily, by operation of law, or
otherwise, without Lessor's prior written consent and such
consent may be arbitrarily withheld. If this Lease is
assigned, or all or any part of the Premises are sublet, or
occupied by anyone other than Lessee, Lessor may collect rent
and other charges due under such assignment, sublease or other
instrument and if the rent and other charges due is in excess
of the rent and other charges due under this lease Lessor
shall be entitled to keep such excess as Lessor's own
property. However, no such collection of rent and/or other
charges shall be deemed a waiver of Lessor's consent, Lessor's
acceptance of the assignee, sublessee, or occupant as Lessee,
or a release of Lessee's performance of its obligations under
this Lease. Lessor may, for any reason or for no reason,
withhold its consent to any assignment, subletting, or other
occupancy by parties other than Lessee but if such consent is
granted in any instance, the same shall not relieve Lessee or
any assignee or sublessee or occupant from obtaining Lessor's
written consent to any further assignment or subletting.
23. If the Lessee shall abandon or vacate said Premises before the
end of the term of this Lease, or shall suffer the rent to be
in arrears, or otherwise default hereunder, the Lessor may, at
his option, forthwith cancel this Lease or he may enter said
Premises as the agent of the Lessee, without being liable in
any way therefore, and relet the Premises with or without any
7
furniture that maybe therein, as the agent of the Lessee, at
such price and upon such terms and for such duration of time
as the Lessor may determine, and receive the rent therefore,
applying the same to the payment of the rent due by these
presents, and if the full rental herein provided shall not be
realized by Lessor over and above the expenses to Lessor in
such reletting, the said Lessee shall pay any deficiency, or
Lessor may accelerate and declare the entire remaining rent
and all other charges due from Lessee to Lessor for the
balance of the lease term to be immediately due and payable
forthwith, and may at once take legal action to recover and
collect the same.
Lessee will be deemed to have abandoned Premises if Lessee is
absent for more than 14 days and the rent is unpaid for any
portion of that time, or if Lessee is absent for more than 30
days although the rent is fully paid.
24. Lessee shall protect, save and keep Lessor (and the
beneficiaries of the trust of which Lessor is trustee which
includes family members of Lessor) harmless and indemnified
against and from any loss, liabilities, damages, costs, fines,
penalties and expenses, related to any injury, death, and
damages to any person or property, which arises from, is
related to, or connected in any way with the conduct and
operation of Lessee's business including but not limited to
any act or neglect of Lessee, its agents, employees, customers
or invitees or a failure to comply with and perform, any of
the requirements and provisions of this Lease on its pan to be
perform~i and Lessee shall at its own cost and expense, defend
and indemnify Lessor against all such matters during the
entire term of Lease. The term 'expenses* shall include but
not be limited to attorney's fees and paralegal fees incurred
by Lessor including but not limited to such attorney s fees
and paralegal fees incurred prior to the institution of
litigation and in litigation to include trial and appellate
proceedings, and in arbitration, bankruptcy and other
administrative and judicial proceedings and whether suit be
brought or not and reasonably incurred or paid at any time by
the Lessor. The provisions of this paragraph shall survive any
expiration or termination of this Lease.
25. In addition to Lessee's other obligations hereunder to
maintain and replace, the Lessee shall maintain all of the
safety and security lighting within the Maintenance Area and
along Avenue F (even though a portion thereof is outside the
Maintenance Area) in good condition and repair at all times.
If the lighting is in need of replacement then the Lessee
shall promptly replace said lighting at Lessee's expense
(including any appurtenances). All replacements made hereunder
shall be new. The Lessee shall pay the amounts billed by
Florida Power and Light Company for electricity related to the
safety and security lighting within the Maintenance Area and
along Avenue F (even though a portion thereof is outside the
Maintenance Area) including for lighting as now existing
and/or such additions and modifications thereto as Lessor may
from time to time have installed. The Lessee shall also pay
for any other electricity and any additional lighting that the
Lessee uses in connection with their use of the Premises.
26. It is understood and agreed between the parties hereto that
time is of the essence of this contract and this applies to
all terms and conditions contained herein.
27. It is understood and agreed between the parties hereto that
written notice mailed or delivered to the Premises leased
hereunder shall constitute sufficient notice to the Lessee
(and Lessor shall provide a copy of notices to the Law Office
of Xxxxxx Xxxxx P. A., 0000 Xxxxxxxxx Xxxx. XX, Xxxxx 000,
Xxxx Xxxxx, Xx. 33431) and written notice mailed or delivered
to: (i) the office of the Lessor at 0000X, X. Xxxxxxx Xxxxxxx,
Xxxxxx Xxxxx, Xx 00000-0000 and (ii) the office of Xxxxx X.
Xxxxxxxx P.A. 00 XX 0xx Xxx., Xxxxxx Xxxxx, Xx. 00000 shall
constitute sufficient notice to the Lessor, to comply with the
terms of this contract. Lessor may change the address to which
notices are sent to Lessor hereunder by providing written
notice of such change to Lessee.
8
28. The rights of the Lessor under this lease shall be cumulative,
and failure on the part of the Lessor to exercise promptly any
rights given hereunder shall not operate to forfeit any of the
said rights. Any recording this least or any memorandum hereof
in the Public Records of Palm Beach County, FL by anyone other
than Lessor or his designee shall constitute a material
default of Lessee and such recording shall have no force and
effect.
29. It is further understood and agreed between the parties hereto
that any charges against the Lessee by the Lessor for services
or for work done, on the Premises, adjacent property including
but not limited to the right of ways and parkways and/or any
other part of Block 14 Del Raton Park Plat Book 14, at Page 9,
by request of the Lessee or otherwise accruing under this
contract shall be considered as rent due and shall be included
in any hen for rent due and unpaid.
30. It is hereby understood and agreed that any signs to be used,
including awnings, in connection with the Premises leased
hereunder shall be first submitted to the Lessor for written
approval before installation of same. The Lessee shall deliver
to Lessor with the written request for approval, complete
detailed plans for the sign(s). The detailed plans must comply
with the requirements of the City of Delray Beach. Immediately
upon the installation thereof all sign age including poles and
appurtenances shall be the property of the Lessor subject to
the right of the Lessee to the use thereof as long as Lessee
is not in default.
31. Lessee shall maintain in full force and in good condition at
Lessee's expense a burglary and fire alarm system and service
and 24 hour monitoring system, including any additional future
updated features related thereto for the safety and security
of the building, as required by Lessor. If at any time, said
system requires replacement, then Lessee shall replace the
system at Lessee's sole cost and expense.
32. Lessor shall have the right to keep in full force and effect
any or all of the occupational licenses which Lessor has had
in the past for the 2600 Building and shall be entitled
without charge to use such portion of the Premises as
necessary to do so, provided however, such usage does not
materially interfere with Lessee's business.
33. If the Lessee fails to perform any of its obligations under
any of the provisions of this lease including but not limited
to obligations to maintain, repair and/or replace, the Lessor
shall have the right but not the obligation to perform such
obligations of Lessee and to charge the entire cost thereof to
the Lessee. Lessee shall pay such amounts to Lessor within 5
days of receiving a request for payment from Lessor.
34. Lessee shall not display and/or store and/or offer for sale
any vehicles in the parking area in the front of the 2600
building shown on Exhibit B. This front parking area shall be
only used by Motorcars of South Florida, Inc. for customer
parking except for the handicapped space. Lessee shall not
park or permit any parking, display or storing of vehicles in
the front of the 2600 building or on any of the landscaped
areas or on the parkway.
35. Lessee shall not wash any vehicles, do any repairs, paint
and/or detailing inside or in front of the 2600 building or on
any other of Lessor's property or any public property or on
the parkway.
36. In addition to Lessee's other obligations to maintain and
replace under this Lease, the Lessee, at its expense, shall at
all times maintain, trim, cut, prune, install, repair and r
replace landscaping (including but not limited to grass,
9
trees, and shrubbery) within the Maintenance Area and the
parkways as required by Lessor and/or as required by the City
of Delray Beach, Florida by landscapers approved in writing by
Lessor.
37. Lessee shall not de-grease any vehicles and/or engines on the
Maintenance Area which includes the Premises. Lessee shall not
wash any engines on or near the Maintenance Area which
includes the Premises or on any of Lessors property or on the
parkway or public property.
38. Lessor and the occupants of the office in the rear of the
building shall, at no charge have access to and use of the
restroom located in the Premises.
39. Prior to declaring Lessee in default for any default, other
than: (i) for payment of money which may be required of Lessee
hereunder including but not limited to payment for any work
and/or services which Lessee has requested from Lessor, (ii)
Lessee continuously having all required insurance coverages in
effect, (iii) in regard to any emergencies and/or if the
safety of the Premises or adjoining properties is at risk, or
(iv) a default that is causing actual physical damage to the
Premises or adjoining or nearby properties, Lessor shall
provide to Lessee written notice describing such default and
Lessee shall have the opportunity to cure the default within
10 days after receipt of such notice, however, the cure period
shall be extended to 15 days if the Lessee has commenced the
cure within said 10 day period and is diligently pursuing to
cure the default.
Notwithstanding the foregoing or anything to the contrary
contained herein, the Lessee shall not be entitled to more
time to cure a default than the default actually requires.
Some defaults can be cured immediately after notice and if
they are not cured the Lessee shall be in default. Whether a
default can be cured immediately shall be 4 determined by the
Lessor in his sole and absolute discretion. Also, if the same
type of default occurs within any 12 month period, the Lessee
shall not be entitled to notice or any opportunity to cure. In
case of a repetitive violation within a 12 month period,
Lessor shall have the option to permit a cure or to hold
Lessee in default. .
40. With regard to this lease transaction Lessor represents and
warrants to Lessee that Lessor has not employed, consulted,
dealt or negotiated with any real estate broker, salesperson
or agent. Lessee represents and warrants to Lessor that Lessee
has not employed, consulted, dealt or negotiated with any real
estate broker, salesperson or agent. Each party agrees to
indemnify and hold the other harmless from and against any and
all loss resulting from or arising out of any inaccuracy in
the foregoing representation and warranty. The provisions
contained in this paragraph shall survive a termination of
this lease.
41. This agreement shall not be more strictly construed against
one party than against the other by virtue of the fact that it
may have been prepared by one play or by its attorneys, A of
the parties and their respective attorneys having participated
in the negotiations, drafting and preparation of this
agreement.
IN WITNESS WHEREOF, the parties have executed this lease as set forth
below.
10
Sublease Agreement
This sublease made the day of _________________, 0000, xxxxxxx
Xxxxxxxxx xx Xxxxx Xxxxxxx, a Florida corporation organized and existing under
and by virtue of the laws of the State of Florida with its principal office at
0000 Xxxxx Xxxxxxx Xxx., Xxxxxx Xxxxx, (hereinafter referred to as "MC") and
Associated Automotive Group, a Nevada corporation organized and existing under
and by virtue of the laws of the State of Nevada and authorized to do business
in the State of Florida with its principal office at 0000 Xxxxx Xxxxxxx Xxx.,
Xxxxxx Xxxxx (hereinafter referred to as "AAG").
Witnesseth:
That MC hereby leases to AAG, _______ square feet of the building known
to as 0000 Xxxxx Xxxxxxx Xxx., Xxxxxx Xxxxx, for a term to commence on
the 1st day of September 2001 and to end on the 31st day of August,
2003.
The said premises are the same premises, referred to in a lease between
Xxxxxx Xxxxx, as Trustee (hereinafter referred to as DC) dated
September 1, 1998 and MC, as Lessee. The terms, covenants, provisions,
and conditions of said lease are hereby incorporated herein and shall
be binding upon both parties hereto, those applying to the lease
therein shall apply to AAG herein.
IN WITNESS WHEREOF, the parties have executed this sublease in
duplicate the day and year first above written.
___________________________ AAG
___________________________ MTRCARS OF SOUTH FL.
