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Termination of lease agreement with TRG Alaska III, LLC J TOURISM, CULTURE AND ECONOMIC , DEVELOPMENT DEPARTMENT DATE: February 10, 2014 TO: Jimmy Morales FROM: Max A. Sklar SUBJECT: The Related Gr4otska Parcel Lease Termination Routing Jimmy L. Morales, City Manager Ralph Granado, City Clerk Kathie G. Brooks, Asst. City /f er Mana ��/�"+ 9 For: Information Only Review & Approval X City Manager's Signature Other Signature Other: Comments: The attached lease agreement from 1988 just came up on title on Block 51. . .some of these properties have since been deeded to TRG-Alaska III and some are still owned by City. TRG never formally terminated this lease and must do so at this time to proceed with construction financing. This is a housekeeping issue. Max Retu rn to: Natasha ext. 6335 Date Needed: February 10, 2014 TRG—ALASKA III, LLC 315 S. Biscayne Blvd. Miami, Florida 33131 January 1.5, 2014 Via Hand Delivery City of Miami Beach 1700 Convention Center Drive Miami Beach,Florida 33139 Attention: City Manager Re: Lease Agreement (the "Lease") by and between City of Miami Beach, as lessor, and TRG — Alaska III, LLC, a Florida limited liability company, as successor-in-interest-to Washington Harrison Properties, Inc., as lessee (the "Lessee"), which Lease is recorded in Official Records Book 14024, Page 495 of the Public Records of Miami-Dade County, Florida, a copy of which Lease is attached hereto as Exhibit ". Initially capitalized terms. used herein and not otherwise defined shall have the meanings set forth in the Lease. To whom it may concern: This shall serve as notice, pursuant to Section 8 of the Lease, that Lessee elects to terminate the Lease effective as of February kP, 2014. In order to properly evidence such termination in the Public Records of Miami-Dade County, Florida, kindly execute the termination agreement attached hereto as Exhibit "A" and return the same to Greenberg Traurig, P.A., 333 SE 2nd Avenue, Miami, Florida 33131, Attention: Kimberly S. LeCompte, Esq. If you have any questions or comments regarding the foregoing, please do not hesitate to call me at 305-460-9900 or Kimberly S. LeCompte at 305-579-0616. Very truly yours, TRG—Alaska III, LLC, a Florida limited liability com any' By: 1 - Matth w J. Allen Vice President MIA 1836655180 Exhibit"A" Lease Agreement [see attached] MIA 183665518v1 • • 19899AR-8 PH 3:A0 89R03 1 363 14024ru 495 i RESOLUTION NO. 88-19440 A RESOLUTION OF THE CITY COMMISSION OF THE CITY OF MIAN3C BEACH, FLORIDA, AUTHORIZING THE MAYOR AND CITY CLERK TO EXECUTE A LASE AGREEMENT WITH WASHINGTON GARRISON PROPERTIES, INC., FOR USE OF CITY OWNED PROFBRTIES IN BLUCK 51 BETWEEN ALTON ROAD AND. WASHINGTON AVENUE AND BETWEEN BISCAYNE STREET AND COMMERCE STREET FOR A ONE-YEAR PERIOD COMMENCING ON DECEMBER 1, 1988. BE IT RESOLVED BY THE CITY COMNISSION OF THE CITY OF MIAMI BEACH, FLORIDA WHEREAS, the City Commission of the City of Miami Beach, Florida, has been advised that Washington Harrison Properties, Inc. , desires to lease City owned property located in Block 51 (between Alton Road and Washington Avenue and between Biscayne Street and Commerce Street) , the legal description of which is set forth in the attached Lease Agreement for the purpose of temporary parking and for no other purpose whatsoever; and WHEREAS, a consideration of $10.00 per year and other good and valuable consideration has been agreed upon; and WHEREAS, the term of the lease will be for one year, and automatically extended from year to year thereafter, unless cancelled upon thirty (30) days notice; and WHEREAS, a lease: agreement has been recommended by the City Manager and approved as to form by the City Attorney. NOW, THEREFORE BE IT RESOLVED BY THE CITY COMMISSION OF THE CITY OF MIAMI BEACH, FLORIDA, that the Mayor and the City Clerk be and they are hereby authorized and directed to execute the above-described lease agreement on behalf of the City, and that the City Manager it hereby authorized and directed to carry into effect the terms and provisions undectaken therein by the City. PASSED and ADOPTED this 16th day of NovemU 1 88. MAYO Attest: (� M ED ' PNB/mml PIU-311UMD 13Y CITY OF MIAMI BM. C11 by tu•XIAU) & It 'II JItN 'M: Linda Itoth-Wr t-i rvi, I•:!;I. �tlt� Welsburd B LiL:44 n, P.A. 10th F1., 100 S. I3ia;wyrif Blvd. J Miami, Fl. 33131 v Off 496 4924 496 IZZ513 AGREE= THIS AGREEMENT made and entered. into this day of November, 1988, by and between the CITY OF MIAMI BEACH, a Florida municipal corporation (hereinafter referred to as "Lessor") and Washington Harrison Properties, Inc. , (hereinafter referred to as "Lessee") . I W I T N E S S_E T- H: WHEREAS, Lessee is the owner of the following described property located on Biscayne Street in Miami Beach: } Lots 19, 20, 21, 22, 23, 24, 25, 26, 27, and 28, Block 51, OCEAN BEACH, FLORIDA ADDITION NO. 3, according to the plat thereof recorded in Plat Book 2, at Page 81, Public Records of Dade County, Florida. hereinafter referred to as "Lessee's Separate Property") ; and WHEREAS, Lessor is the owner of the following described property located on Biscayne Street in Miami Beach: See Exhibits "A" and "B" attached hereto and by reference made a part hereof. hereinafter referred to as the "Demised Premises") ; and WHEREAS, Lessee has requested Lessor to lease Lessee the Demised Premises for the purpose of assembling a temporary surface parking lot along Biscayne Street from Alton Road to Washington Avenue and in the northerly direction to the alleyway between Biscayne Street and Commerce Street; and WHEREAS, Lessee has represented and warranted to Lessor that. Lessee will demolish all above ground structures located on Lessee's Separate Property within 120 days of the date of the Agreement, and will complete improvements for a temporary parking lot on 'Lessee's Separate Property as well as on the Demised Premises within 180 days of the date of this Agreement; and WHEREAS, Lessor is relying on the aforesaid representation , and warranty of Lessee in entering into this Lease Agreement. ! NOW THEREFORE, in consideration of $10.00 and other good and valuable consideration, the parties agree as 'follows: 1. The foregoing recitals are true and correct and are hereby incorporated into this Lease Agreement. 1 1 ' 4 Off o p -� - R f l 4024p, 497 2. The Lessor does hereby lease to the Lessee for a period of one (1) year from December 1, 1988, through November 30, 1989, or such earlier date as provided for herein, the following properties located on Biscayne Street in Miami Beach, more properly described by the following description: See Exhibits "!►" and "B" attached hereto andby reference made a part hereof. with the understanding that the Lessee shall have the right of ingress and egress to the aforementioned property, and the right to use such Demised Premises for the sole purpose of: Temporary parking for the period specified herein and for no other purpose whatsoever, without the prior written consent of the Lessor. The Lessor hereby agrees to permit the Lessee upon the faithful performance of the terms and covenants of this Lease, to peaceably and quietly have, hold and enjoy the use of said premises for the purpose and for the term aforesaid. 3. This Lease shall be automatically renewable for subsequent terms of one (1) year each, until notice of termination is, given as provided herein. 4. The Lessee hereby covenants and agrees to pay the said Lessor, at City of Miami Beach, Attention: Contract Administrator, City Hall, 1700 Convention Center Drive, Second Floor, Miami Beach, Florida 33139, a rental fee of Ten Dollars ($10.00) for the one year term. 5. In addition to the rental set forth above, Lessee shall be responsible for and pay the Lessor all sales tax and any other taxes on said rental, and Lessor shall also be responsible for all state and local taxes arising as a result of this Agreement, including but not limited to those levied against the City. 6. Lessor shall not be responsible for any damage or injury that may occur to the Lessee, its agents, servants, employees, guests, invitees or any other person or property, from any cause during the period covered by this Agreement. Lessee hereby expressly roleasea Lessor from and agrees to indemnify, 2 s . , 01F 4024 P; 498 defend and hold Lessor harmless against any and all claims for any such loss, damage or injury which may arise or accrue by reason of the use by Lessee of the Demised Premises. The Lessee shall be required to maintain in full force for the duration of this Agreement insurance coverage in the amount of One Million Dollars ($1,000,000.00) , for death or bodily injury and property damage, per occurrence, and name the City as an additional insured on Lessee's policy. The City shall be given at least thirty (30) days advance written notice of cancellation of said policies or any material modifications thereof. All certificates of insurance coverage shall state that the insurance is primary to all other insurance coverage carried by the City of Miami Beach. Certificates of insurance shall be filed with the Finance Department, Risk Management Division, of the City of Miami Beach. The insurance coverage required shall include those classifications as listed in the standard liability insurance manuals, which most nearly reflects the operation of Lessee. All insurance policies shall be issued by companies authorized to do business under the laws of the State of Florida and must' be rated at least "A" as to management and Class "X" as to financial strength, all in accordance with A.M. Best Key Rating Guide, latest edition. The City reserves the right to amend insurance requirements as circumstances dictate in order to protect the interest of the City in this Lease Agreement. The Lessee shall furnish certificates of insurance to the City prior to the commencement of operations, which certificates. shall clearly indicate that the Lessee has obtained insurance in the type, amount and classifications as required for strict compliance with this covenant, and shall be subject to the approval of the Department of Finance, Risk Management Division. 7. Lessee shall not sublet said Demised Premises, nor any part thereof, nor assign this Lease without the prior written consent of the Lessor. Lessee shall not suffer any use of said premises other than herein specified. 8. Either party shall have the right to terminate this Lease upon thirty (30) days.-written notice to .the other party. 3 Off 14024 P; 499 This Lease shall also terminate upon thirty (30) clays written notice from Lessor, at any time after Lessee sells, leases, assigns or transfers any interest in the Lessee's Separate Property. Lessee shall give Lessor written notice of any such sale, lease, assign or transfer of any interest in Lessee's Separate Property. 9. Lessee agrees to abide by and comply with all federal, state, county, and City of Miami Beach statutes, codes, ordinances, rules and regulations that apply to the Demised Premises. 10. Lessee agrees to maintain and keep in good repair, condition and appearance, during the term of this Lease, or any extension or renewal, the Demised Premises, to include, but not be limited to, the exterior condition and appearance of the properties, including the landscaped areas. 11. If exterior signs are requested, they will be of a design and form approved by the City. Lessee shall assume the costs of any such .signs. All signs shall be removed by Lessee upon termination of this Lease, and any damage or unsightly condition caused to the Demised Premises because of said signs shall be corrected and repaired by Lessee to the satisfaction of. the City. 12. All personal property placed or moved onto the Demised Premises shall be at the sole risk of the Lessee or the owner thereof. The City shall not be liable to the Lessee for any damage to said personal property from any cause whatsoever. 13. Lessee further covenants that if any default is made in the payment of any rent or any' part thereof at the times above specified, or if any default is made 'in the covenants or agreements herein contained, this letting and the relation of landlord an d tenant, at the option of the Lessor, shall cease and terminate and the relation of the parties shall be the same in all respects as if said term had fully expired; and Lessor may re-enter said Demised Premises and hold the same as in its former state therein, remove all persons and property therefrom, and 4 I afF 500 ! Kc 14024 e'j resort to any legal proceeding to obtain such possession. And the Lessee shall, notwithstanding such re-entry, pay the full i amount of said rental as herein agreed to be paid. Lessee further agrees to pay the Lessor's reasonable attorneys' fees, in the event the Lessor is required to institute suit when the Lessee is in default under this Agreement, which said attorneys' fees shall include the costs of any appeal. 14. Any alterations, variations, modifications or waivers of the provisions of this Agreement shall only be valid when they I have been reduced to writing -and duly signed by authorized 1 representatives of both parties. i 15. This Lease contains the entire Agreement between the parties hereto and all previous negotiations leading thereto, and it may be modified only by resolution approved by the governing body or duly authorized corporate officers of each party. 16. Lessee shall not make any alterations or additions to the Demised Premises, except as may be expressly provided for herein, without the prior written consent of the Lessor. . Lessor hereby consents to Lessee improving the Demised Premises with temporary surface parking facilities. Lessee hereby agrees that i v ground Lessee will demolish all above gro d structures located on Lessee's Separate Property within 120 days of the date of this Agreement and will complete all improvements for a temporary f parking facility on Lessee's Separate Property as well as on the ! f Demised Premises within 160 days of the date of this Agreement; t provided that if Lessee does not improve that portion of the ® Demised Premises lying north of the alleyway Lessee agrees to maintain that portion of the Demised Premises lying north of the alleyway, by mowing the grass thereon, removing debris,. and taking all other measures to keep same in good repair, condition and appearance. ~� , 17. Lessee covenants that on the last day of the term or on the last day of any renewal or extension granted by the City, LESSEE will peaceably and quietly leave and surrender the Demised Premises in as good a condition as they now are, ordinary wear I 5 RED I A 501 and t®ar, repairs and replacements required to be made by Lessor, additions and improvements herein permitted, excepted. -The Lessee shall have the right to remove any fixtures or equipment which it has installed with the prior written permission of the City upon the termination of this Agreement or any renewal thereof. 18. All notices herein required shall be addressed to the Lessor to the attention of the City Manager at the place where rent is payable, i.e, City of Miami Beach, 1700 Convention Center Drive, Miami Beach, Florida 33139 or such other place as the Lessor may designate in writing; and to the Lessee addressed to Washington Harrison Properties, Inc., 4101 N. 41st Street, Hollywood, Florida 33021. All notices shall be by certified mail, return receipt requested, and shall be effective upon mailing. IN WITNESS WHEREOF, the parties hereto have caused these presents to be signed by the day and year first written above. LESSOR: CITY OF MIAMI B H BY: Y + •"' ,''�c� ST � LESSEE ATi''Es WASHINGTON HARRISON PROPERTIES, INC. BY JE TZ, V RESIDENT APPROVED AS TO FORM: LEGAL IJEPARTPSENT PNB/mml 11/7/BB 6 OFF 14024.Pl, 502 . 0 �m gf�go��jj -a-n- pr O.Ytpn � G f ��flnpr-r0 �B�r�C1aYE (� Y .� • A6�PV^^1 O >r s v W P7 q a<�O� a• ►e W v ~ nx �f .c ••a7►-•� z psi cL fl• ?h P7Ke.�R Ma�."' fpl A- n�A A R ~r 1 b ; G+l.°.® R ~�'PA! "W 1 4~''K W A��� C1F C'• Na'�O CL nV �Q" r•*n3"..`> ; • o^^.. ��.fQ'Y M►. 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Y C's to '� "a��p MC/��M ►%•pr~i�A�OC `"r^h Ow 1 R '96 oar '. 5 Ql p p arYuS0Aa •di0 �� yO aC��a,a �.x N ' s- . HB. •• ; O:: r rT • M: .0 M- R„ a. 0 .0 K Ogg, rt op%N n~ r •�.. R u n h. < 1" •<n R ,7r ••Cr � og� ra�SS o� R• o S � "oaai• « ¢ :x in ~ O 0 N O O ff^ O rx i r vt"Ma 711 On►cul Rr" h r (0 lrsl+((%Wllvrt.a1lNlli(. af f*fw t 17(111PI. RICHARD P. J ©AINT:FFi VI 1-;;. N � I • N 6 @ J��^ N �l 6 o � a � z ad o . Vj -. L Exhibit`B" Termination Agreement [see attached] MIA 183665518vl (Space Reserved for Clerk of the Court) This instrument prepared by and after recording return to: Name: Kimberly S. LeCompte,Esq. Address: Greenberg Traurig,P.A. 333 SE 2nd Avenue Miami, Florida 33131 This Termination of Lease Agreement("Termination") is effective as of the day of January, 2014, and has been duly executed by City of Miami Beach, a Florida municipal corporation, as lessor ("Lessor"), and TRG — Alaska III, LLC, a Florida limited liability company, as successor-in-interest-to Washington Harrison Properties, Inc., as lessee("Lessee"). RECITALS WHEREAS, Lessor and Lessee are parties to that certain Lease Agreement recorded in Official Records Book 14024, Page 495 of the Public Records of Miami-Dade County, Florida(the"Lease"). WHEREAS, the Lease is terminable upon thirty (30) days written notice from either party thereto. WHEREAS, on or about January_, 2014 the Lessee provided written notice to the Lessor of its desire to terminate the Lease as of February_, 2014. WHEREAS, Owner desires to execute this Termination to acknowledge and agree that the Easements granted pursuant to the Final Judgment are terminated and are of no further force or effect.. NOW THEREFORE, Lessor and Lessee agree as follows: 1. The foregoing Recitals are true and correct and incorporated herein by reference as if set forth at length. 2. The Lease is hereby fully cancelled,terminated, extinguished and released as of February 2014 and from and after such date shall have no further force or effect or bind the property set forth therein. 3. Lessor and Lessee hereby direct the Clerk of the Court, Miami-Dade County, Florida to cancel the same of record. 4. This Termination may be executed in counterparts, each of which shall be deemed an original and a complete set of which counterparts taken together shall constitute one and the same agreement. MIA 1836655180 IN WITNESS WHEREOF, the foregoing Termination was executed and delivered as of the date first set forth above. "Lessee" TRG—Alask III, LLC, a Florida limited liability com ny By: \�J, MatthdV J. Al en,Vice President STATE OF FLORIDA ) ss.: COUNTY OF MIAMI-DADE ) The foregoing instrument was acknowledged before me this day of January, 2014 by Matthew J. Allen, as Vice President of TRG —Alaska III, LLC, a Florida limited liability company on behalf of the company. He/she is personally known to me or has produced as identification. Notary: J-1� 4__�i NOTARY SEAL Print Nam S QM6 VUf 2, Notary Public, State of Florida •,rY'P•• SUSIE PEREZ My commission expires: MY COMMISSION#EE 197407 <= EXPIRES:May 9,2016 •',F pF A.p?. Bonded ThrU Notary Public Underwriters "Lessor" CITY OF M MI BE H, a Florida municipal corporation By: Na e: Tit e: ATTES City elerk APPROVED AS TO FO i. /NCN RP ORA T ��T�'',r,,'•.• Cam' <� 00 eg me °h � �...,... 'TkA 2 MIA 1836655180