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Agenda 06/25/2013 Item #14B26/25/2013 14. B.2. le� EXIECUTWE SUMMARY Recommendation for the Community Redevelopment Agency (CRA) to approve the relocation of the Bayshore Gateway Triangle CRA office, approve a new office lease with 3570 Bayshore Drive, LLC, (Landlord) and authorize the Chairman to sign the lease agreement. (FY13 Fiscal Impact $1,500.00) OBJECTIVE: To receive CRA approval to relocate the Bayshore Gateway Triangle CRA offices to 3570, Unit C -2, Bayshore Drive and approve a new office lease with 3570 Bayshore Drive LLC, (landlord) and authorize the Chairman to sign the lease agreement. CONSIDERATIONS: The CRA has leased property located at 4069 Bayshore Drive since July 2008. The property was foreclosed by Bank of Naples in 2010 and the CRA has continued to rent a portion of the building from the Bank. In May of 2012 the CRA Board executed an Extension and Second Amendment to the Lease providing for an expiration date of June 30, 2014. However, the Lease additionally included a provision that either party may terminate the lease agreement by providing a 30 day written notice to vacate (Exhibit "A "). On March 13, 2013 the property sold to the Beuchel Limited Partnership (Landlord). On March 18, 2013, Mr. Jacques Groenteman of John R. Wood (Property Manager) informed the CRA Interim Director the property was actively being marketed to secure new tenants for the entire building. A sign has been located on the property offering the building for lease (Exhibit "B "). The CRA currently leases 1947 s.£ at $8.00 s.£, however the building comprises 4840 total s.f. The new owner is seeking to rent the entire 4840 s.f. at a rate $10.00 s.f., which would increase the rental rate from $1298.00 per month to $4,033.33 per month. Pursuant to past history, a minimum of 60 days is required to obtain all documents and approvals required to relocate. The CRA staff has attempted to work with the Property Manager and Landlord to negotiate a lease amendment, particularly the 30 day notice to vacate clause, but has been unsuccessful. As a result, the CRA Advisory Board directed staff to seek alternative office space to accommodate the CRA operations and budget. The CRA, Bayshore Beautification MSTU and Haldeman Creek MSTU Advisory Board Members would rather operations remain in the community and in particularly on Bayshore Drive. The CRA staff investigated the possibility of utilizing office space within a County building and determined there was nothing available to effectively accommodate the CRA operations. However, storage space was provided by the County to accommodate warehouse storage space for signage and poles on behalf of the MSTU operations allowing the CRA to seek smaller accommodations. Three spaces were identified within the Redevelopment area and brought back to the CRA -AB for their review and consideration. On May 7, 2013, the CRA Advisory Board unanimously approved forwarding a recommendation to the CRA Board to approve relocating the CRA operations to 3570 Bayshore Drive. The owner is offering the CRA 1795 square feet of office space at an annual lease Packet Page -324- 6/25/2013 143.2. rate of $18,000 or $1500.00 per month. In addition, to offset the CRA's cost to relocate, the property owner of 3570 Bayshore Drive is offering the CRA three months gratis rent ($4,500.00). The proposed Lease Agreement provides for a three (3) year lease with a two (2) year extension option at a rental rate of $1500.00 per month with a provision of a 3% per year increase. The lease has an effective date of July 1, 2013 and the rate is inclusive of water, garbage and maintenance of air conditioner, plumbing, etc., which will equate to an annual cost savings of $4,000.00. LEGAL CONSIDERATIONS: The lease has been reviewed by the Office of the County Attorney, Facilities Management Department, Risk Management and the Property Management Department. -ST FISCAL EWPACT: Sufficient operating funds are available in the FY13 budget to cover the associated costs with the new lease term from July — September in the amount of $1,500.00 (security deposit). Receipt of three months free rent, less the $1,500.00 security deposit equates to an FY13 surplus of +$2,388.00 for the same rental period. Relocation expenses for Collier County IT, phone service, signage and interior modifications will be covered in the existing FY13 Operating Budget. The proposed FY14 Bayshore Gateway Triangle CRA Fund (187) budget contains sufficient funds to cover FYI annual lease in the amount of $18,000. Rental Exnenditure Comparison Chart Annual Ez nditures Banked Owned Office Requested Rental Rate Base Rent $15,600 $48,400 Electric $4,000 $4,000 Water & Sewer $2000 $2000 Nflsc Maintenance $2000 $2000 $23,600 56,400` a GROWTH MANAGEMENT IWACT: The move will allow the CRA staff to continue its programs and projects within the budgetary and policy guidance and directives of the CRA Board in furtherance of Policy 4.7 of the Future Land Use Element of the Growth Management Plan. RECOMMENDATION: For the CRA to approve relocating the Bayshore Gateway Triangle CRA office to 3570 Bayshore Drive, approve a 3 -year office lease with 3570 Bayshore LLC, (Exhibit "C ") and authorize the CRA Chairman to sign the lease agreement. Prepared by: Jean Jourdan, Interim Director, Bayshore /Gateway Triangle CRA Packet Page -325- 6/25/2013 14. B.2. COLLIER COUNTY Board of County Commissioners Item Number: 14.14.13.14.13.2. Item Summary: Recommendation for the CRA to approve relocating the Bayshore Gateway Triangle CRA office to 3570 Bayshore Drive, approve a 3 -year office lease with 3570 Bayshore LLC, (Exhibit "C) and authorize the CRA Chairman to sign the lease agreement. Meeting Date: 6/25/2013 Prepared By Name: jourdanJ Title: Project Manager, 6/11/2013 6:09:53 PM Submitted by Title: Project Manager, Name: jourdanj 6/11/2013 6:09:55 PM Approved By Name: DowlingMichael Title: Property Management Specialist, Senior,Facilities Date: 6/17/2013 12:39:30 PM Name: MuckelCynthia Title: Applications Analyst,Information Technology Date: 6/17/2013 2:48:18 PM Name: KlatzkowJeff Title: County Attorney Date: 6/17/2013 3:22:14 PM Name: IsacksonMark Title: Director -Corp Financial and Mgmt Svs,CMO Date: 6/17/2013 5:12:49 PM Packet Page -326- Name: OchsLeo Title: County Manager Date: 6/18/2013 8:46:45 AM Packet Page -327- 6/25/2013 14.B.2. A00"41%. EEXHIBIT--,A 6/25/2013 1 4. B.2. EXTENSION AND SECOND AMEND IT To RCIAL LEASE AGREEMENT THIS EXTENSION AND SECOND AMENDMENT TO COMMERCIAL LEASE AGREEMENT entered into the _day of MAV, 2012, between PALMYRA CLUB INVESTORS, LLC, a Florida Limited Liability Compan by and through Bank of Naples under an Assignment of Rents dated June 27, 2006 more particularly described below (hereinafter referred to as "Landlord "), and the COLLIER COUNTY COMMUNITY REDEVELOPMENT AGENCY BAYSHORE GATEWAY TRIANGLE (hereinafter referred to as "Tenant "). WITNESSETH In consideration of the mutual covenant s contained herein, and other valuable consideration, the parties agree as follows: WHEREAS, PALMYRA CLUB INVESTORS, LLC, and Tenant have previously entered into a Lease Agreement dated July 1, 2008, a copy of which is attached hereto; and WHEREAS, the parties acknowledge that Bank of Naples enters into and executes this Extension and Second Amendment to Lease Agreement pursuant to the provisions of an Assignment of Rents dated June 27, 2006, recorded in O.R. Book 4063, Page 3024, and an assignment of commercial lease dated January 20, 2012; and WHEREAS, the Landlord and Tenant are desirous of extending the Expiration Date of the Lease Agreement to June 30, 2014; and WHEREAS, the Landlord and Tenant are desirous of amending the Lease Agreement in the manner set forth below. NOW THEREFORE, in consideration of the covenants and conditions set forth herein, together with Ten Dollars ($10.00) and other valuable consideration, the Lease Agreement is amended as follows: 1. The Expiration Date of the Lease Agreement as set forth is Section 1.8 is hereby extended to June 30, 2014. 2. Section L I — Premises: Exhibit "A" is hereby amended and replaced by Revised Exhibit "A" (the "Premises "), a copy of which is attached hereto and incorporated herein. 3. Sections 1.2 and 1.3 — It is noted that payment for rent has been assigned from Palmyra Club Investors, a Florida Limited Liability Company, to Bank of Naples, whose address is 4099 Tamiami Trail North, #100, Naples, Florida 34103. 4. Section 1.10 — The Base Monthly Rent through the extended term is decreased by approximately 20% to $8.00per sq. ft., or $1,298.00 (one thousand two hundred ninety eight dollars and 00 /100). The security deposit remains the same. 5. Section 2.7 — Either party, Tenant or (30) days written notice. Packet Page -328- may terminate this Lease 6/25/2013 14.B.2. 6. Except as expressly provide herein, the Lease Agreement dated July 1, 2008 by and between Palmyra Club Investors, LLC, and the Collier County Community Redevelopment Agency, as amended on June 22, 2010, remains in full force and effect according to the terms and conditions contained therein, and said terms and conditions are applicable hereto except as expressly provided otherwise herein. IN WITNESS WHEREOF, the Landlord and Tenant have hereto executed this Extension and First Amendment to Lease Agreement the day and year first above written. TO (Signature) (Print Name) Witness (Signa re) (Print Name) AS TO TENANT: ATTEST: `... • ^ R DWIMT E. BRQCK,- .Clerk BB Approved as to form and legal sufficiency: 4--71LIJ Steven T. Williams Assistant County Attorney BANK OF NAPLES l LINDY DAMIC O , VP, Bank of Naples COLLIER COUNTY COMMUNTY REDEVELOPMENT AGENCY By:— DONNA FIALA, CHAIRMAN Packet Page -329- EXHIBIT A Second Revision 2012 4069 Bayshore Drive CRA LEASE SPACE Approx. 1947 sgft $8.00psf $1,298/mo o I E x N 0 _ db o 4 c 0 V M mw, W e d O Q E 0 W s N o " O L� 3 h ® d c ad ag > 0 e d u o Q � oa x x Ad m i ' O 0 o Ci x 0 ® i- O iV x T J x /o Packet Page -330- 6/25/2013 14.8.2. it at S�� ;S x s �Z V U _Z EE N J �0 m e8 e d N " O 3 h iV x T J x /o Packet Page -330- 6/25/2013 14.8.2. it at S�� ;S x s �Z V U _Z EE N J �0 m e8 6/25/2013 14.B.2. EXHIBIT "B" Packet Page -331- 6/25/2013 14.B.2. EXHIBIT "C" COMMERCIAL LEASE AGREEMENT THIS AGREEMENT OF LEASE is made as of July 1, 2013 by and between 3570 Bayshore Drive, LLC, a Florida company, (hereinafter "Landlord ") and Bayshore Gateway Triangle Community Development Agency, 4069 Bayshore Drive Naples, FL (hereinafter "Tenant")- 1. PREMISES; TERM; PURPOSE: Landlord and Tenant agree to Lease the property described as Unit C-2, 3570 Bayshore Dr., Naples FL according to the Declaration of Condominium, recorded at O.R. Book 3573, Page 3711, Public Records of Collier County, Florida (hereafter the Premises "), for three (3) years, beginning August 1, 2013 and ending July 31, 2016; a space consisting of approximately One Thousand Seven Hundred Fifty Square Feet (1,750 sq ft). Tenant agrees to occupy and use the Premises for the purpose of operating a government office and for no other purpose without obtaining the written consent of Landlord. 2. BASE RENT: From July 1, 2013 through July 31, 2016, Tenant shall pay to n Landlord at P.O. Box 7$3, Cranford, NJ 07016, or as otherwise directed by Landlord, the monthly rent of One Thousand Five Hundred Dollars ($1,500.00) in advance promptly on the first day of every calendar month of the term. The base rent shall increase three percent (3 %) per year, following the Lease for each year thereafter. If tenant opts to extend the Lease, for an additional two (2) years, Tenant must advise landlord, in writing, ninety (90) days prior to the expiration of the Lease. A Security Deposit equal to one month's rent rate (One Thousand Five Hundred Dollars (1,500.00) is due upon the execution of this Lease. Upon execution of this Lease and receipt of the security deposit, Landlord grants Tenant the first three (3) month's rent (July, August and September 2013) at no charge. The Tenant's rental payment obligations to Landlord will commence on October 1, 2013, The amount of the monthly rental is based on Tenant leasing approximately One Thousand Seven Hundred and Fifty (1750) square feet. Both parties acknowledge this square footage is an estimate only, and should the actual square footage vary from this amount, neither party shall have the ability to terminate this Lease or otherwise adjust the rental amount in any fashion. 3. UTILITIES /GARAGE: Tenant hereby acknowledges and agrees that it is the Tenant's responsibility to directly apply for and pay promptly, when due, all costs of all electric and gas, as well as the cost of any impact fees, hook -up fees, transfer fees, deposits and any other fees that are required by any utility company and/or city, county, state or federal agency. Since water is not currently invoiced separately metered, the base rental amount shall be deemed to include water. Page 1 of 13 Initials and Date - 1G Initials and Date Initials and Date n Packet Page -332- 6/25/2013 14.B.2. EXHIBIT "C" Trash pickup shall be included in the base rental amount, provided, however, TENANT shall, at its own cost provide for a dumpster for removal of any trash and/or building materials during its renovations to the Premises. The only trash pickup included in this Lease shall be routine, day -to- day garbage pickup. 4. REAL ESTATE TAKES: Landlord shall pay all real estate tax bills relating to the Premises. 5. LATE CHARGE AND INTEREST ON PAST DUE PAYMENTS: In the event that any amounts owed by Tenant under this Lease are not received by Landlord within five (5) days of the date due, then Tenant shall pay to Landlord, as additional rent, a late charge of five percent (5 %) of the amount due plus interest at the highest rate allowed by law, compounded monthly, on any past due amounts; provided, however, that the interest shall not begin to accrue until five (5) days after the due dates of any such amounts. Should the amounts owed by Tenant under this Lease not be received by Landlord within ten (10) days of the date due, the late fee shall increase to ten percent (10 %) of the amount due, plus interest. Failure of the Tenant to pay any. sums under this Section 5 shall entitle Landlord to all rent default remedies hereunder and by law. 6. SYSTEMS, SYSTEMS EQUIPMENT AND MAINTENANCE: Tenant agrees to accept the Premises and all HVAC, plumbing and electrical systems and systems equipment therein or specifically relating thereto, in its present state and condition. r1 Landlord agrees to obtain a contract, where available, at Landlord's sole expense, from a duly licensed contractor who will provide no less than semiannual service for the air conditioning system within Tenant's Premises throughout the term of this Lease. Such service is to include regular filter changes, and other preventative maintenance deemed necessary in order to maintain the system in a satisfactorily operable condition with reasonable wear and tear accepted. Landlord is solely responsible for all costs associated with the replacement of any HVAC, plumbing and/or electrical systems within the Premises, if replacement is required. The exterior maintenance and repair of the building, all mechanical equipment used for the common surrounding grounds and parking 1 ots area and all glass and doors, unless damaged as a result of the Tenant's negligence which shall them be repaired or replaced at Tenant's sole expense, shall be maintained and repaired and/or replaced by Landlord at his sole cost and expense. The interior of the Premises, including janitorial maintenance, shall be maintained by Tenant at Tenant's sole expense. Should Tenant fail to perform necessary maintenance within a reasonable period of time and in a manner consistent with keeping the Premises in first -class condition, Landlord may arrange to have maintenance performed, and the cost of such maintenance shall be due from Tenant promptly upon demand as additional rent. Page 2 of 13 Initials and Date T. Initials and Date Initials and Date Packet Page -333- 6/25/2013 14.B.2. EXHIBIT "C„ 7. MODIFICATIONS TO EXTERIOR OF PREMISES: SIGNS: No alteration, modification or installation of any fixture, or carrying on of any activity, on the exterior of the Premises shall be permitted to be undertaken by Tenant or its agents without the prior written consent of Landlord. In addition, Tenant shall maintain all show windows and signs in a neat condition and shall not use any advertising or other media that can be heard from outside of the Premises. Tenant shall erect a business identification sign only according to plans and specifications provided by Tenant and after receiving Landlord's written approval. 8. MODIFICATIONS TO INTERIOR OF PREMISES: No alteration, addition or improvement to the interior of the Premises shall be made by Tenant without the written consent of Landlord. Any alteration, addition or improvement made by Tenant after such consent, and any fixture installed as part thereof, shall upon the expiration or sooner termination of this Lease, at the sole option of Landlord, either become Landlord's property or be removed and the Premises restored to their original condition at Tenant's expense. In connection with any such modification or improvements, Tenant shall save and hold Landlord harmless from any material, labor, mechanics or other liens that may be placed upon the Premises by reason of any work done on the Premises on behalf of Tenant, or any nonconformance with building code and permit requirements. Tenant is responsible to obtain a C.O. (Certificate of Occupancy). Notwithstanding the foregoing, Tenant shall maintain the interior of the Premises. Maintenance items shall include, but not be limited to, painting, mirrors, carpeting, lighting and displays. 9. COMPLIANCE WITH ALL LAWS: Tenant, with respect to Premises, agrees to properly comply with all laws, rules, and regulations of all federal, state, county and city governments or any political subdivisions thereof. Tenant further agrees to make no unlawful, improper or offensive use of the Premises. Landlord makes no representations as to the suitability of the Premises for any intended purpose. Tenant shall be responsible for obtaining all occupational licenses, permits, or any other governmental approval as may be required for Tenant to utilize the Premises. 10. INSURANCE: Tenant shall be responsible for obtaining such insurance as deemed necessary for all contents and materials located in the Premises, together with any Tenant improvements to the Premises. Tenant shall also keep in full force and effect, comprehensive public liability insurance insuring Landlord and Tenant against injury to property, persons or loss of life arising out of use of occupancy of the Premises by any person, with limits per accident of at least $5,000,000 bodily injury and $1,000,000 property damage. Subject to Section 768.28, Florida Statutes, Tenant agrees to indemnify and hold harmless Landlord against any and all Maims, costs and expenses arising from or in any manner related to the conduct or management of business or other activities conducted by Tenant in the Premises. Tenant shall provide Landlord with a certificate evidencing insurance including evidence that Tenant's waiver of liability on the part of Landlord does not affect such policy or the right of the insured to recover thereunder. Further, Landlord and Tenant shall obtain from their respective insurers endorsements whereby the insurers agree to waive any right of subrogation against Landlord or Page 3 of 13 Initials and Date . T. 4-10-13 Initials and Date Initials and Date Packet Page -334- 6/25/2013 14.B.2. EXHIBIT "C„ ... _ _...__.... _ Tenant, as the case may be, in connection with fire or other risks or casualties covered by said insurance. Landlord shall furnish a certificate of such insurance to Tenant. Tenant agrees that Landlord shall be allowed to make a claim or authorize any claim to be made against Tenant, its employees, servants or agents in connection with or as a result of fire, explosion or other casualty damaging the Premises. Nothing in this paragraph is considered a waiver of sovereign immunity by the Tenant. Tenant shall repair, at its own expense, all damage to or destruction of any plate or window glass on the Premises, and shall maintain adequate plate glass insurance at its own expense for the benefit of Landlord. If Tenant fails to repair the damage of any plate glass or window glass in the Premises or fails or refuses to maintain adequate plate glass insurance for the benefit of Landlord, then Landlord may repair said damage or destruction or may insure the plate glass and charge the cost of such repairing or the cost of premium for the plate glass insurance to Tenant, and the amount thereof shall be deemed to be, and be payable as, additional rent. 11. DAMAGE TO LEASED PROPERTY: Should the Premises be destroyed or so damaged by fire or other casualty, through no fault of the Tenant, during the term of this Lease that they shall be rendered wholly or partially unrentable, and Landlord has not repaired or replaced the Premises within sixty (60) days of such damage or destruction, Tenant may, at its option, cancel this Lease with no further liability to the parties except to the extent of obligations which have accrued to the date of cancellation. In case of any damage or destruction occurring during the last 12 calendar months of this Lease or an extension or renewal, to the extent of fifty percent (50 %) or more of the insurable value of the Premises, either Party may cancel this Lease as of the date of damage by giving written notice within thirty (30) days of such damage. In no event shall Landlord be liable for damage or destruction to stock -in- trade, fixtures, furnishings, or other personal property belonging to the Tenant or belonging to others located in, on or about the Premises. Unless Landlord has given Tenant notice of election not to repair within that period, the Landlord shall be deemed to have elected to repair. 12. WAIVER OF SUBROGATION: Landlord shall not be liable for any damage to or destruction of any of Tenant's goods, merchandise, fixtures, or other property caused by fire or any other form of casualty to the Premises. 13. SUBORDINATION: This Lease and all rights of Tenant hereunder are subordinated to the liens of any mortgages covering the Premises which are, or shall later be, placed upon the Premises or any additions to it Tenant agrees to execute and deliver such further instruments subordinating this Lease to the lien of such mortgage as shall be desired by any mortgagee. Tenant hereby irrevocably appoints Landlord attorney -in -fact of Tenant to execute and deliver such instruments. Tenant shall in the event of the sale or assignment of Landlord's interest in the Building or in the event of any proceedings brought for the foreclosure of any mortgage covering the building attom to recognize such purchaser or mortgagee as Landlord under this Lease, and in any such events, Landlord named herein shall not thereafter be liable as a party under this Lease. 14. PARKING: USE OF COMMON AREAS: Tenant shall have the right in Page 4 of 13 Initials and Date Initials and Date Initials and Date Packet Page -335- `. 6/25/2013 14.B.2. EXHIBIT "C" common with other tenants to use automobile parking areas, driveways and walkways in connection with its business subject to any reasonable regulations for the use thereof specified by Landlord, including but not limited to rules pertaining to parking of automobiles of Tenant's employees. Landlord shall have control and management of common areas. Landlord shall not interfere with ingress and egress to and from the Premises of Tenant's employees or patrons, nor shall Landlord hinder the visibility of Tenant's Premises; provided, however, that the foregoing shall not be construed to limit Landlord's performance of work, repairs, maintenance or construction. 15. EVENTS OF DEFAULT: REMEDY: The following events, or any one of them, shall be events of default under this Lease: (a) Tenant shall fail to make any payment due under this Lease within ten (10) days after the same is due and payable; or (b) Tenant shall fail to perform or comply with any of the other terms, covenants or conditions hereof and such failure shall continue for more than ten (10) days after written notice thereof from Landlord; or (c) Tenant shall discontinue its business on the Premises or vacate or desert the Premises; or (d) Tenant shall become insolvent or bankruptcy proceedings shall be begun by or against Tenant. In the event of any such default, Landlord shall have the option, with or without terminating this Lease, to re -enter and retake possession of the Premises and to Lease them to any other person upon such terms as Landlord shall deem reasonable, or to declare all rent for the balance of the term immediately due and payable, or both. Tenant expressly agrees to pay Landlord all reasonable costs and fees, including attorney's fees, incurred by Landlord in enforcing the provisions of this Section or any other provision of this Lease. Landlord's rights herein conferred are not intended to be exclusive of any other right provided herein or by law, but they shall be cumulative, and such rights may be pursued singly, cumulatively, and successively, as Landlord may elect. In the event of litigation between Landlord and Tenant, it is agreed by both parties venue for any eviction action shall rest in the county where the property is located. Tenant covenants and agrees that if, at anytime, Tenant becomes a debtor under the Bankruptcy Code or is adjudged bankrupt or insolvent under the laws of any state, or makes a general assignment for the benefit of creditors, or if a receiver of Tenant's property in the Premises is appointed and shall not be discharged within thirty (30) days of such appointments then Landlord may, at it's option, declare this Lease terminated and shall forthwith be entitled to immediate possession of the Premises except that if any such proceedings are pursuant to the Bankruptcy Code, then Landlord shall be entitled to all rights and remedies accorded landlords, including without limitation those set forth in said Bankruptcy Code. 16. NOTICES: Any notices required or permitted to be given hereunder shall be in writing and delivered personally or sent by registered or certified mail, addressed as follows:. if to Landlord, at the address where the last previous rental hereunder was payable; and if to Tenant, at the Premises, or other such place as Tenant may from time to time designate by notice to Landlord. In the case .of personal delivery, notice shall be deemed to occur on the date of actual delivery. In the case of notice by certified or registered mail, notice shall be deemed to occur on the date of posting. Page 5 of 13 Initials and Date Initials and Date Initials and Date Packet Page -336- s 6/25/2013 14.B.2. EXHIBIT "C" ........... 17. CONDITION OF PREMISES: Tenant hereby acknowledges that Tenant has examined the Premises and that taking possession of the Premises shall be an acknowledgement by Tenant that the Premises are in good and tenantable condition, and satisfactory to Tenant, at the beginning of the term hereof. Landlord is under no duty to make repairs or alterations at the time of letting or at any time thereafter unless specially set forth elsewhere herein. No agreement relative to any alterations, additions or improvements, if required by such agreement, shall in any way affect the payment of all rent at the times specified in this Lease. 18. WAIVER: Waiver by Landlord, either expressed or implied, of any breach of any term or condition herein contained shall not be deemed to be a waiver of any other term or condition. The subsequent acceptance of rent by Landlord shall not be deemed to be a waiver of any preceding breach by Tenant. 19. WAIVER OF TRIAL BY JURY: It is mutually agreed by and between Landlord and Tenant that the respective parties hereto shall and they hereby do waive trial by jury in any action, proceeding or counterclaim brought by either of the parties hereto against the other on any matters whatsoever arising out of or in any way connected with this Lease, the relationship of Landlord and Tenant, Tenant's use or occupancy of the Premises, and any emergency statutory remedy. 20. EMINENT DOMAIN: If the entire Premises are taken by eminent domain, this Lease shall automatically terminate as of the date of taking and any award of compensation (except to the extent expressly awarded to Tenant) shall belong to Landlord. If a portion of the Premises is taken by eminent domain, Landlord or Tenant shall have the right to terminate this Lease by giving written notice thereof to the other party within ninety (90) days after the date of taking. If a portion of the Premises is taken by eminent domain and this Lease is not hereby terminated, Landlord shall, at its expense, restore the remaining portion of the Premises to a rentable condition, if necessary and exclusive of any improvements or other changes made to the Premises by Tenant. In the event of a total taking of the Premises, rent shall- abate from the date of taking. In the event of a partial taking, rent shall abate from the date of taking in the proportion that the taken portion of the Premises bears to the entire Premises. 21. ASSIGNMENT AND SUBLETTING: Tenant shall not, without the prior written consent of Landlord, assign this Lease, to another, nor encumber this Lease or any right hereunder or sublet the Premises in any manner. In the event of any such permitted assignment, encumbrance or subletting, Tenant shall remain liable for payment of all rent and other charges provided in this Lease and for the performance of all of its covenants and conditions. 22. INDEPENDENCE OF COVENANTS: An allegation by Tenant of Landlord's breach of this Lease shall not excuse Tenant's performance of its obligations, monetary and otherwise, under this Lease, and Tenant shall not be entitled to any right of set-off so long as the alleged claim has not been reduced to judgement. 23. QUIET ENJOYMENT; ACCESS TO PREMISES; SURRENDER: So long as Tenant is not in default hereunder, Tenant shall be entitled to peacefully and quietly enjoy Page 6 of 13 Packet Page -337- Initials and Date L ,T_C-10 —13 Initials and Date 0 Initials and Date 6/25/2013 14. B.2. EXHIBIT "C" possession of the Premises, and Landlord shall defend Tenant's right to the same in any action brought by any third party at Landlord's cost and expense. Notwithstanding the preceding sentence, Landlord, or its representative, shall have the right to enter upon the Premises at any reasonable time for the purpose of inspecting, making repairs, or showing the Premises to prospective tenants within the last six months of the term or any renewal or extension of this Lease. Landlord or its representatives shall have access to the Premises provided that such entries shall be accomplished in a manner least likely to interfere with Tenant's business. On the last day of the term of this Lease or upon the earlier termination thereof for any reason, Tenant shall peaceably and quietly surrender the Premises in good order and repair. Tenant understands and agrees that Landlord may, at any time or from time to time during the term of this Lease, perform substantial renovation work in and to the Building or the mechanical systems serving the building (which work may include, but need not be limited to, the repair or replacement of the building's exterior facade, exterior window glass, elevators (if applicable), electrical systems, air conditioning and ventilating systems, plumbing system, common areas and/or hallways, or lobby), any of which work may require access to the same from within the Premises. Tenant agrees that: (a) Landlord shall have access to the Premises at all reasonable times, upon reasonable notice, for the purpose of performing such work, and (b) Landlord shall incur no liability to Tenant, nor shall Tenant be entitled to any abatement of rent on account of any noise, vibration, or other disturbance to Tenant's business at the Premises which shall arise out of said access by Landlord or by the performance by Landlord of the aforesaid renovations at the Building, and (c) Landlord shall use reasonable efforts (which shall not include any obligation to employ labor at overtime rates) to avoid disruption of Tenant's business during any such entry upon the Premises by Landlord, and (d) It is expressly understood and agreed by and between Landlord and Tenant that if Tenant shall commence any action or proceeding seeking injunctive, declaratory, or monetary relief in connection with the rights reserved to Landlord under this provision, or if Landlord shall commence any action or proceeding to obtain access to the Premises in accordance with this provision, and if Landlord shall prevail in any such action, then Tenant shall pay to Landlord, as additional rent under this Lease, a sum equal to all reasonable legal fees, costs and disbursements incurred by Landlord in any way related to or arising out of such action or proceeding. Should Tenant prevail in any such action, then Landlord shall offset the monthly rent payable by Tenant under this Lease, a sum equal to all reasonable legal fees, costs and disbursements incurred by Tenant in any way related to or arising out of such action or proceeding. Tenant acknowledges that the Premise is located in a mixed -use building, with five (5) residential units located on the second level. Tenant affirmatively represents that it shall take all reasonable steps to minimize noise emanating from the Premises. Tenant shall limit its office hours from 6:00 am. to 10:00 p.m. 24. HOLDING OVER: If Tenant shall continue to occupy and remain in the Premises at the expiration of said term, and prior thereto a renewal thereof has not been Page 7 of 13 Initials and Date f"-16-13 Initials and Date Initials and Date Packet Page -338- 0 6/25/2013 14.B.2. EXHIBIT "C" _. negotiated, then it is agreed between the parties that in such event such possession by the Tenant shall be considered as a month -to -month tenancy and subject to the same rentals, covenants and conditions as originally written herein, and no extension of said Lease, other than for month -to- month, shall be valid unless expressly stipulated in writing by Landlord. 25. SECURITY DEPOSIT: Tenant shall, upon the execution of this Lease, deposit with Landlord the sum of One Thousand Five Hundred Dollars ($1,500.00), as security for the faithful performance of all the terms and conditions of this Lease, including, but not limited to, the prompt payment of all sums due under this Lease and to indemnify Landlord for any loss, costs, fees or necessary expenses which Landlord may incur as a direct and proximate result of any breach of this Lease by Tenant. Landlord shall have the right to apply any or all such security deposit, from time to time, in order to cure any default in the performance of Tenant's obligations under this Lease. In the event that Landlord applies any or all of such security deposit to cure any such default prior to the expiration or earlier termination of this Lease, Tenant shall promptly replace the amount so applied so that at all times hereunder the security deposit will be maintained at the sum above stated. The amount of such replacement of the security deposit shall be immediately payable as additional rent hereunder. Landlord shall return any remaining portion of such security deposit to Tenant, without interest, within thirty (30) days after the expiration or earlier termination of this Lease. Tenant agrees that the holder of any mortgage covering the Premises shall not under any circumstances be liable for such deposit. In the event of a transfer of title of the building, Landlord may deliver said deposit to the transferee and thereupon the transferring Landlord shall be discharged from any further liability with respect to the deposit and the transferee shall hold said deposit as Landlord under - this section. 26. OTHER PROVISIONS: The following paragraph is inclusive as attached hereto and made a part of this Lease. (a). "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 Public Health Unit." Tenant acknowledges having read the foregoing notification, and has executed this Lease fully aware of the aforementioned conditions. (b) No Liability of Landlord: It is expressly agreed by the parties that Landlord shall not be liable for any damage, injury, or death, which may be sustained by Tenant, it agents, servants, employees, customers and invitees, or other persons resulting from the intentional acts, carelessness, negligence or improper conduct on the part of the other tenants (or such tenants, servants, employees, agents, or invitees), or caused by the Premises or other portions of the Building being or becoming out of repair, without the Landlord's knowledge, including damage caused by breakage or leakage of pipes or any other leakage. (e) Rights Cumulative: The rights of the parties shall be cumulative. The failure of Page 8 of 13 Initials and Date Initials and Date Initials and Date Packet Page -339- col�)t 6/25/2013 14.B.2. EXHIBIT "C" ............... . either parry to insist on a strict performance of any provisions herein is not a waiver of such provision in any other instance. (d) Custom Charges for Tenant's Account: Any charges of Landlord for services, or for work done on the Premises by order of the Tenant, or otherwise accruing under this contract shall be considered as rent due and shall constitute a lien for rent due and unpaid. (e) Subordination by Tenant: This Lease is subject and subordinate to all ground or underlying Leases and to all mortgages which may now or hereafter be placed by the Landlord on said Premises and improvements, and to all renewals, modifications, consolidations, replacements and extensions thereof. The preceding sentence shall be required by any mortgagee or Tenant. In confirmation of such subordination, the Tenant shall execute and deliver promptly any certificate on behalf of the Tenant. Provided, however, Tenant's failure to execute such documents upon request shall constitute a default hereunder. (f) Waiver of Jury Trial: The parties (to the fullest extent permitted by law) waive trial by jury in any action, proceeding or counterclaim brought by either of the parties against the other or any matters arising out of this Lease or the relationship of Landlord and Tenant. (g) indemnification Hold-Harmless: Landlord shall not be liable to Tenant or Tenant's /"N employees, agents, or visitors, or to any other person or entity whomsoever, for any injury to person or damage to or loss of property on or about the Premises or the common areas caused by the act of Tenant, its employees, licensees or agents, or of any other person entering the building under the express or implied invitation of Tenant or arising out of the use of the Premises by Tenant and the conduct of its business therein, or arising out of any breach or default by Tenant in the performance of its obligations hereunder. To the extent permitted by law, and subject to Section 768.28, Florida Statutes, Tenant, with respect to itself and its agents, employees, servants, and invitees, agrees to indemnify and hold Landlord, its agents, employees, and invitees harmless of, from, and against all risks and damages to persons and Property by reason of the present or future condition of the leased Premises. Additionally, to the extent permitted by law, and subject to Section 768.28, Florida Statutes, Tenant agrees to indemnify and hold Landlord, its agents, employees, and invitees harmless of, from and against all claims, actions, damages, liabilities, and expenses asserted against the Landlord on account of injuries to person or damage to property when and to the extent that any such damage or injury may be caused wholly or in part, by any act or omission, whether negligent or not, of Tenant or any of its agents, servants, employees, contractors, patrons, or invitees (while such invitees are on the leased Premises) or of any other person entering on the leased Premises under or with the expressed or implied invitation of Tenant, or if any such injury or damage may in any other way arises from or out of the occupancy or use by Lessee, its agents, employees, and invitees, of the leased Premises. Nothing in this paragraph is considered a waiver of sovereign immunity by the Tenant. (h). No Mechanics Lien: The interest of Landlord in the Premises shall not be subject to liens for improvements made by Tenant. Upon request of Landlord, Tenant shall execute Page 9 of 13 Initials and Data Initials and Date Initials and Date Packet Page -340- t }� r 6/25/2013 14.B.2. EXHIBIT "C" a recordable memorandum of this Lease stating that the Premises shall not be subject to mechanics' liens. If any notices of mechanics' liens are filed against the Premises as a result of Tenant's acts, Tenant shall cause liens to be discharged within ten (10) days of such notice. (i) No Recordation: This Lease shall not be recorded, nor shall the existence of this Lease be mentioned by Tenant in any recorded document unless Landlord does so for purposes of limiting Landlord's liability for mechanic's liens. 0) Estoppel Certificate: At any time, and from time to time, upon the written request of Landlord or any mortgagee, Tenant, with ten (10) days of the date of such written request, agrees to execute and deliver to Landlord and/or such mortgagee, without charge and in a form satisfactory to Landlord and/or said mortgagee, a written statement: (a) ratifying this Lease; (b) confirming the commencement and expiration dates of the term of this Lease; (c) certifying the Tenant is in occupancy of the Premises, and that this Lease is in full force and effect and has not been modified, assigned, supplemented or amended, except by such writings as shall be stated; (d) certifying that all conditions and agreements under this Lease to be satisfied and performed have been satisfied and performed, except as shall be stated; (e) certifying that Landlord is not in default under this Lease and there are no defenses or offsets against the enforcement of this Lease by Landlord, or stating the defaults and/or defenses claimed by Tenant; (f) reciting the amount of advance rental, if any, paid by Tenant and the date to which rental has been paid, (g) reciting the amount of security deposited with Landlord, if any, and (h) any other information which Landlord or the mortgagee shall require. (k) Rules and Regulations: Landlord reserves the right from time to time to adopt and promulgate rules and regulations applicable to the demised Premises and the Building and to amend and supplement such rules and regulations. Notice of such rules and regulations and of any amendments and supplements thereto shall be given to Tenant and Tenant agrees thereupon to comply with and observe all such rules and regulations, provided that the same shall to the extent practicable be applied uniformly to all of the tenants in the building. Tenant acknowledges receipt of a copy of Tenant's handbook containing the building's rules and regulations and agrees to abide by such rules and regulations as amended from time to time. 0) Right of Inspection The Landlord shall have access to the Premises at reasonable times for the purpose of inspecting the same and making repairs. (m) Applicable Law. This Agreement shall be governed by and construed in accordance with the laws of the State of Florida. (n) Attorney's Fees. In the event either party engages the services of an Attorney to collect the rental under the terms of this Lease or to enforce any of the terms of this Lease, it is expressly contracted, covenanted, and agreed by and between Landlord and Tenant that the party that does not prevail shall pay the cost of any such services incurred Page 10 of 13 Initials and Date 9-T Initials and Date Initials and Date Packet Page -341- Oz /'ON 6/25/2013 14.B.2. M• by the prevailing party, as well as the court costs which might to incident to a suit brought for the enforcement of any or all of the terms of this Lease Agreement. 27. ENTIRE AGREEMENT; SUCCESSORS: This Lease contains the entire and only agreement, verbal or otherwise, between the parties concerning the Premises and shall be binding on the heirs, personal representatives, successors and assigns, respectively, of each party. This Lease shall be construed in its entirety. The subject headings of particular sections are for convenience sake and shall not control the construction of the Lease. In the event that any part of this Lease shall be deemed unenforceable, that part of the Lease shall be relaxed to be construed in a manner most consistent with its original intent, and the rest of the Lease shall remain in full force and effect according to its terms. No modification of this Lease shall be enforceable unless the modification is in writing and signed by the party against which enforcement is sought. IN WITNESS WHEREOF, this Lease has been duly executed by Landlord and Tenant as of the day and year first above written. Page 11 of 13 Initials and Date Initials and Date Initials and Date Packet Page -342- �� AS TO LANDLORD: Witness (Signature) (Print NarW) Witness (Si (Print Name) STATE OF FLORIDA COUNTY OF COLLIER 6/25/2013 14.6.2. F-XHI I 1 64C" 3570 BAYSHORE DRIVE, L C By: t1,nnt. J S TURRI, MANAGING MEMBER Im The foregoing instrument was acknowledged before me on this � day of 2013 by James Turn, managing member of 3570 Bayshore Drive, LLC, who is personally known to me or who has provided P-ce"c* :!� -10�6 (type of identification) as identification. j-)6 Notary Public My commission Expires: Kstdw Hof" try Naar 60" 2*i0 Page 12 of 13 Initials and Date Initials and Date Initials and Date Packet Page -343- �` EXHIBIT «C„ AS TO TENANT: ATTEST: COLLIER COUN'T'Y COMMUNITY DWIGHT E. BROCK, Clerk REDEVELOPMENT AGENCY By: By: TIM NANCE, CHAIRMAN Approved a to form and legality: �?"� Scott R. Teach Deputy County Attorney 6/25/2013 14.B.2. n Page 13 of 13 Initials and Date Initials and Date Initials and Date Packet Page -344- D