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2003-25105 Reso RESOLUTION NO. 2003-25105 A RESOLUTION OF THE MAYOR AND CITY COMMISSION OF THE CITY OF MIAMI BEACH, FLORIDA, FOLLOWING A DULY NOTICED PUBLIC HEARING TO OBTAIN CITIZEN INPUT ON SAME, AUTHORIZING THE MAYOR AND CITY CLERK TO EXECUTE A LEASE AGREEMENT BETWEEN THE CITY OF MIAMI BEACH AND JACQUES AUGER DESIGN ASSOCIATES, INC., FOR USE OF APPROXIMATELY 1585 SQUARE FEET OF CITY-OWNED OFFICE SPACE ON THE 6TH FLOOR OF HISTORIC CITY HALL, LOCATED AT 1130 WASHINGTON AVENUE, MIAMI BEACH, FLORIDA, FOR A THREE YEAR TERM, COMMENCING ON MAY 1,2003, AND ENDING ON APRIL 30, 2006; FURTHER WAIVING, BY 5nTHS VOTE, THE COMPETITIVE BIDDING REQUIREMENT; AS REQUIRED BY SECTION 82-39 OF THE MIAMI BEACH CITY CODE, FINDING SUCH WAIVER TO BE IN THE BEST INTEREST OF THE CITY WHEREAS, on April 8, 1993, the Mayor and City Commission adopted Resolution No. 93- 20757, approving a Lease Agreement (Lease) between the City of Miami Beach (City) and Jacques Auger Design Associates, Inc. (Jacques Auger) for approximately 1585 square feet of office on the 6th floor of Historic City Hall, located at 1130 Washington Avenue, Miami Beach, Florida; and WHEREAS, the initial term of the Lease was for five (5) years, commencing May 1, 1993, and ending on April 30, 1998; and WHEREAS, the Lease also provided Jacques Auger, at its discretion, an option to renew the Lease for an additional five (5) year term; and WHEREAS, in March 1997, the City was notified by Jacques Auger of its intent to exercise its option to renew, commencing May 1, 1998, and ending on April 30, 2003; and WHEREAS, Jacques Auger has expressed interest in renewing its Lease and maintaining its offices at Historic City Hall; and WHEREAS, the Administration has determined that its use of the sixth floor of Historic City Hall is not required at this time and does not adversely affect the City's office relocation plan, thus continuing to lease same to Jaques Auger Design Associates, Inc. would provide a continued revenue source and be in the best interest of the City of Miami Beach; and WHEREAS, Section 82-39 of the Miami Beach City Code, governing the sale/lease of public property, requires a competitive bidding process; a Planning Department analysis; and an independent appraisal to determine the value of the leasehold interest; as well as a public hearing to obtain citizen input; and WHEREAS, Section 82-39 further provides for the waiver of the competitive bidding requirement, by 5/7ths vote of the Mayor and City Commission, for leases of City land of five (5) years or less, upon a finding by the Mayor and City Commission that the public interest would be served by waiving such conditions; and WHEREAS, on December 11, 2002, the Mayor and City Commission adopted Resolution No. 2002-25079 setting a Public Hearing on January 8, 2003, to hear public comment regarding the proposed lease agreement. NOW, THEREFORE, BE IT DULY RESOLVED BY THE MAYOR AND CITY COMMISSION OF THE CITY OF MIAMI BEACH, FLORIDA, that the Mayor and City Commission of the City of Miami Beach, Florida, following a duly noticed Public Hearing to obtain citizen input on same, authorize the Mayor and City Clerk to execute a lease agreement between the City of Miami Beach and Jacques Auger Design Associates, Inc., for use of approximately 1585 square feet of City-owned office space on the 6th floor of Historic City Hall, located at 1130 Washington Avenue, Miami Beach, Florida, for a three year term, commencing on May 1, 2003, and ending on April 30, 2006; further waiving, by 5/7ths vote, the competitive bidding requirement; as required by Section 82-39 of the Miami Beach City Code, finding such waiver to be in the best interest of the City. PASSED and ADOPTED this 8th A~ PlM-~- CITY CLERK JMG\CMC\JD\rlr F:\DDHP\$AllIASSET\OlDCITYlAUGERlAuger.Res.doc APPROVED AS TO FORM & LANGUAGE 'FOR EXECUTION .. I ?- - (9...rJl- ~ Date CI1Y OF MIAMI BEACH COMMISSION ITEM SUMMARY m Condensed Title: A Resolution Authorizing The Mayor And City Clerk To Execute A Lease Agreement With Jacques Auger Design Associates, Inc., For Use Of Approximately 1585 Square Feet of Office Space On The 6th Floor Of Historic City Hall, For A Three Year Term, Commencing On May 1, 2003, And Ending On April 30, 2006; Further Waiving, By 517ths Vote, the Competitive Bidding Requirement; Required By Section 82-39 Of The City Code, Finding Such Waiver To Be In The Best Interest Of The City. Issue: Shall the City Commission approve the Lease Agreement with Jaques Auger Design Associates and Waive the Competitive Bidding Requirement? Item Summa /Recommendation: The Administration and Jacques Auger have negotiated a lease agreement for a period of three (3) years, with an additional two (2) year option (at the City's sole discretion). A negotiated full service rent rate of twenty-two dollars ($22.00) per square foot, is in keeping with the high end of the range provided in the certified appraisal procured by the City. Administration recommends approval of the Lease Agreement and waiver of the competitive biddin re uirement. Advisory Board Recommendation: I N/A Financial Information: Source of Funds: D Finance Dept. Ci Clerk's Office Le islative Trackin Christina M. Cuervo/Jose Damien F:\DDHPI$ALLIASSEnOLDCITYlAUGERlAuger,sum,doc AGENDA ITEM DATE fJ,7P; j- g-()~ CITY OF MIAMI BEACH CITY HALL 1700 CONVENTION CENTER DRIVE MIAMI BEACH, FLORIDA 33139 www.ci.miami-beach.fl.us To: From: Subject: COMMISSION MEMORANDUM Date: January 8, 2003 Mayor David Dermer and Members of the City Commission Jorge M. Gonzalez J.' .,/ City Manager tF'O A RESOLUTION OF THE MAYOR AND CITY COMMISSION OF THE CITY OF MIAMI BEACH, FLORIDA, FOLLOWING A DULY NOTICED PUBLIC HEARING TO OBTAIN CITIZEN INPUT ON SAME, AUTHORIZING THE MAYOR AND CITY CLERK TO EXECUTE A LEASE AGREEMENT BETWEEN THE CITY OF MIAMI BEACH AND JACQUES AUGER DESIGN ASSOCIATES, INC., FOR USE OF APPROXIMATELY 1585 SQUARE FEET OF CITY-OWNED OFFICE SPACE ON THE 6TH FLOOR OF HISTORIC CITY HALL, LOCATED AT 1130 WASHINGTON AVENUE, MIAMI BEACH, FLORIDA, FOR A THREE YEAR TERM, COMMENCING ON MAY 1, 2003, AND ENDING ON APRIL 30, 2006; FURTHER WAIVING, BY 5nTHS VOTE, THE COMPETITIVE BIDDING REQUIREMENT; AS REQUIRED BY SECTION 82-39 OF THE MIAMI BEACH CITY CODE, FINDING SUCH WAIVER TO BE IN THE BEST INTEREST OF THE CITY ADMINISTRATION RECOMMENDATION Adopt the Resolution. ANALYSIS On April 8, 1993, the Mayor and City Commission adopted Resolution No. 93-20757, approving a Lease Agreement (Lease) between the City of Miami Beach (City) and Jacques Auger Design Associates, Inc. (Jacques Auger) for approximately 1585 square feet of office space on the 6th floor of Historic City Hall. The initial term of the Lease was for five (5) years, commencing May 1, 1993, and ending on April 30, 1998. The Lease also provided Jacques Auger, at its discretion, an option to renew the Lease for an additional five (5) year term. In March 1997, the City was notified by Jacques Auger of its intent to exercise said option. The option was exercised accordingly with an extended term commencing May 1, 1998 and ending on April 30, 2003. In light of the pending expiration of the current term, Jacques Auger has expressed interest in renewing its Lease and maintaining its offices at Historic City Hall. Since the acquisition of the 1701 Meridian Avenue property (alk/a 777 1 ih Street/Equity One building) as the J l 1 l City Hall annex, the City's Administrative office space needs have been accommodated by the vacant space in the 1701 building. At this time, the City has not identified a need for the space Jacque Auger occupies, and therefore it is recommended that we continue to lease it for private use and derive revenue from said use. Additionally, another leased space (entire 4th Floor) in the building that is currently occupied by Affordable Landmarks will be vacated on August 31, 2003, and then be available for City use. The Administration and Jacques Auger have negotiated and agreed to the terms of a new lease agreement for a period of three (3) years, with an additional two (2) year option, which may be exercised at the City's sole discretion. A full service rent rate of twenty-two dollars ($22.00) per square foot has been agreed to by the parties, which is in keeping with the high end of the range provided in the appraisal procured by the City from Integra Realty Resources/Appraisal and Real Estate Economics Associates (attached hereto). Auger has requested that the City also approve renewal, on a month-to-month basis, of a sublease for approximately 80 square feet of the office space it currently leases from the City, to Legal Research Network, Inc. (LRN), which was approved by the Mayor and City Commission on December 20, 2002. The offi'ce space is used by LRN's Regional Director of Customer Relations to establish business relationships with corporate law departments and law firms to use LRN's legal research, on-line knowledge management and on-line legal compliance training products and services. No retail sales are involved, and no client/customer traffic is anticipated by LRN. Said sublease was set to expire on December 31, 2001, but contained a provision to continue on a month-to-month basis which would terminate concurrently with Auger's existing Lease Agreement on April 30, 2003. Auger proposes to continue subleasing the space to LRN, at a rate of $6,000 a year ($500 per month) for the 80 square feet being subleased, which includes the use of its conference room, telecommunications equipment, computers and other office equipment and amenities. This equates to a rate of approximately $75.00 per square foot. Under the proposed Lease Agreement Auger and the City would split the revenue that Auger would be receiving on the 80 square feet, over and above the rate it is to pay the City on said space, on a 50/50 basis. As such, the City would be receiving approximately $2,1201 in additional rent yearly, in accordance with the aforementioned revenue sharing formula. It has been the City's position, not to support sublease arrangements in our effort to accommodate City office expansion needs. However, said request is for such a significantly minor amount of space that will not address any of the City's independent needs and Auger has agreed to a revenue sharing arrangement; therefore, a favorable recommendation to approve said sublease is not adverse to the City's interest. Section 82-39 of the Miami Beach City Code, governing the sale/lease of public property, requires a competitive bidding process, a Planning Department analysis, and an Auger's sublease rate of $75.00 per square foot (PSF) to LRN, less the $22.00 PSF rate proposed to be paid by Auger to the City, results in a $53.00 PSF difference. The City's proposed fifty percent (50%) share of said differences equal to $26.50 PSF. Said $26.50 PSF rate times the 80 square feet being leased to LRN would result in a yearly increased amount to the City of $2,120. independent appraisal to determine the value of the leasehold interest; as well as a public hearing to obtain citizen input. Section 82-39 further provides for the waiver of the competitive bidding requirement, by 5/7ths vote of the Mayor and City Commission, for leases of City land of five (5) years or less, upon a finding by the Mayor and City Commission that the public interest would be served by waiving such conditions. On December 11, 2002, the Mayor and City Commission adopted Resolution No. 2002- 25079 setting a Public Hearing on January 8, 2003, to hear public comment regarding the proposed lease agreement. Historically, Jacques Auger has been a cooperative tenant, has been responsive to the City's requests, and has a history of prompt and timely payments to the City. Therefore, the Administration recommends that the Mayor and City Commission, following a duly noticed Public Hearing to obtain citizen input on same, authorize the Mayor and City Clerk to execute a lease agreement between the City of Miami Beach and Jacques Auger Design Associates, Inc., forthe use of approximately 1585 square feet of City-owned office space on the 6th floor of Historic City Hall, located at 1130 Washington Avenue, Miami Beach, Florida, for a three year term, commencing on May 1, 2003, and ending on April 30, 2006; further waiving, by 5/7ths vote, the competitive bidding requirement; as required by Section 82-39 of the Miami Beach City Code, finding such waiver to be in the best interest of the City. JMG\~D\rlr F:\DDHP\$ALLIASSET\OLDCITY'AUGERlAuger,Mem.doc CITY OF MIAMI BEACH Planning Department Interoffice Memorandum m To: Cristina M. Cuervo Jorge G. Gomez ~ Planning Director"<<J - Date: December 9, 2002 From: Subject: PLANNING ANALYSIS PURSUANT TO SHAPIRO ORDINANCE The following is the Planning analysis pursuant to Section 82-38 of the City Code for the use of office space on the Sixth Floor of Historic City Hall, which is owned by the City. This analysis is for the lease with Jacques Auger Design Associates, Inc. 1. Whether or not the proposed ordinance Is in keeping with City Goals and objectives and conforms to the Comprehensive Plan. The use contemplated in the above mentioned lease is not inconsistent with the Comprehensive Plan. 2. The impact on adjacent property, including the potential positive or negative impacts such as diminution of open space, increased traffic, noise level or enhanced property values, improved development patterns and provision of necessary services. Based on the proposed use of the property, the City shall determine the potential impact of the project on City utilities and other infrastructure needs and the magnitude of the costs associated with needed infrastructure improvements. Should it become apparent that further evaluation of traffic impact is needed, the proponent shall be responsible for obtaining a traffic impact analysis from a reputable traffic engineer. The proposed use is not expected to have any detrimental impact on any adjacent properties, as this is an existing office use inside an office building. This office use in a limited portion of the existing structure is not foreseen to have any increase in traffic or other infrastructure needs. 3. A determination as to whether or not the proposed use is in keeping with a public purpose and community needs, such as expanding the City's revenue base, reducing City costs, creating jobs, creating a significant revenue stream, and improving the community's overall quality of life. Yes, it does add funds to the City through the terms of the lease, and provides employment for the members of the Design firm. 4. Determination as to whether or not the development is in keeping with the surrounding neighborhood, will block views, or create other environmental Intrusions, and evaluation of the design and aesthetic considerations of the project. The lease agreement is for office space within an existing structure and the use is not. expected to create environmental intrusions into the community. . Historic City Hall space rental November 26, 2002 Page 2 5. The impact on adjacent properties, whether or not there is adequate parking, street and infrastructure-needs. There are no negative impacts to the criteria items from this project. The lease for an individual office use within an existing structure do not create any additional impacts, as all those needs were met or mitigated during construction of the overall building. 6. A determination as to whether or not alternatives are available for the proposed disposition, Including assembly of adjacent properties, and whether the project could be accomplished under a private-ownership assembly. It is possible that the rental of office space could be accomplished in other places within the City; however that would cause the City to be without tenants in this space, adversely impacting the financial feasibility of maintaining Historic City Hall. 7. Within the constraints of public objectives, the department should examine financial issues such as job generation, providing housing opportunities and the return to the City for Its disposition of property. The return to the City is the continued income from renting the office space in question. Other issues not applicable. 8. Such other Issues as the Planning Department may deem appropriate in analysis of the proposed disposition. None. JGG/MUSF F:\PLAN\$ALLlShapiro amend files\Hisloric City Hall space rentaJ.doc LEASE AGREEMENT THIS LEASE AGREEMENT, made this 8th day of January, 2003, by and between the CITY OF MIAMI BEACH, a Florida municipal corporation, (hereinafter referred to as "City" or "Landlord"), and JACQUES AUGER DESIGN ASSOCIATES, INC., a Florida corporation, (hereinafter referred to as "Tenant"). 1. Demised Premises. Landlord, in consideration of the rentals hereinafter reserved to be paid and of the covenants, conditions and agreements to be kept and performed by the Tenant, hereby leases, lets and demises to the Tenant, and Tenant hereby leases and hires from the Landlord, those certain premises hereinafter referred to as the "Demised Premises", located in the City of Miami Beach, 1130 Washington Avenue, 6th Floor, (a.k.a. Historic City Hall), Miami Beach, Florida 33139, and more fully described as follows: Sixth floor office space: encompassing one thousand five hundred eighty five square feet (1,585 sq. ft.) on the 6th floor (total leasable space). Such space on the 6th floor is specified in "Exhibit A", which is hereby made a part of this Lease Agreement. 2. Term. 2.1. The Tenant shall be entitled to have and to hold the Demised Premises for an initial term of three (3) years, commencing on the 1st day of May, 2003 (Commencement Date), and ending on the 30th day of April, 2006. 2.2. Landlord, at its sole discretion, may provide Tenant an option to extend the initial term of this Lease Agreement for one additional two-year term. In the event Tenant wishes to request said option, Tenant shall communicate said request, in writing, to Landlord at least 180 days prior to the end of the current Lease term. Landlord's response to said request will be provided to Tenant, in writing, no later than sixty (60) days after receipt of said written request from Tenant. 3. Rent. 3.1 Base Rent: Base Rent for the Demised Premises shall begin to accrue on May 1, 2003 (the Commencement Date), and shall be based upon a total leasable space of 1 ,585 square feet. 3.1.1 Base Rent for the Demised Premises shall total seventeen thousand one hundred eighteen dollars ($17,118.00) per year, payable in monthly installments of one thousand four hundred twenty six dollars ($1,426.00). 3.1.2 Base Rent shall be due and payable on the first day of each month throughout the term herein. 1 3.1.3 The Base Rent amount due pursuant to this Section 3 shall be increased annually, on the anniversary of the Commencement Date of the Lease, in increments of three (3%) percent per year, throughout the term of the Lease or any extension thereof. erby the Consumer Price Index (CPI). CPI shall moan that oonsumer priee index established by the Bureau of Labor Statistics of the United Statos Dcpartment of Labor '....hich is entitled Consumer Price Indexes for All Urban Consumers, United Statos City Average, all itoms (1967 100)" or in ttle event saia index is no longer pr-ovided by saiel Bur-oau of Labor Statisties, the index furnished by said Bur-oau or othor agency which is most aeeumtely and eomplotely replaces and is the equivalent of the above rdeFCneod index, whichover is gr-oatcr. The Base Period 51'1611 be the IAaex for the ealeRdar month of March prior to tho commeAeement date maRth of rent in Section 2.1. The Base Period Index shall bo compar-od .....ith the Index for the same calendar month for each subsequent year (comparison montA). 3.2 Additional Rent: In addition to the monthly Base Rent, as set forth in Section 3.1, Tenant shall also pay to Landlord Additional Rent as provided below: 3.2.1 OperatinQ Expenses: For the first lease year, Tenant shall pay Landlord one thousand four hundred seventy nine dollars and thirty-three cents ($1,479.33) per month, towards "Operating Expenses" which are defined as follows: "Operating Expenses" shall mean the total cost and expenses incurred by Landlord in operating, repairing, and maintaining the Common Facilities (hereinafter defined) actually used, or the Common Facilities (hereinafter defined) available for use by the Tenant and its employees, agents, servants, customers and invitees, excluding only the items included within the Base Rent amount. Tenant agrees and understands that the costs incurred by the Landlord for Operating Expenses may increase or decrease, and as such the Tenant's pro-rata share of Operating Expenses forthe first year of the lease term, as set forth in this Paragraph 3.2.1, may increase or decrease accordingly. For purposes of this Paragraph 3.2.1, Operating Expenses shall be computed based on "Tenant's Proportionate Share" (see Paragraph 11.3). "Common Facilities" shall mean all areas, space, equipment and special services, including without limitation and if provided, water service to the building, sewer service to the building, costs 2 incurred for gardening and/or landscaping, repairing and maintaining elevator(s), painting, janitorial services (except for areas within the Demised Premises), lighting, cleaning, repairing and maintaining sprinkler systems, water pipes, air-conditioning systems, temperature control systems, and security systems, fire alarm repair and maintenance and other equipment in the common areas and the exterior and structural portions of the building, paving and repairing, patching and maintaining the walkways, and cleaning adjacent areas, management fees and the Landlord's employment expenses to employees fumishing and rendering any services to the common areas, together with an additional administration charge equal to fifteen percent (15%) of all other expenses included in the annual common area expenses, provided by the Landlord for the common or joint use and/or benefit of the occupants of 1130 Washington Avenue, their employees, agents, servants, customers and other invitees. 3.2.2 Property Taxes: The Property Tax Payment shall be payable by Tenant, in accordance with Section 11. The Property Tax Payment for Property T ax Year 2003 is estimated at zero dollars ($0.00). 3.2.3 Insurance: See Section 10 3.2.4 Sub-Lessee Rent: Landlord has herein approved that certain Sublease between Tenant and LRN, Inc., dated January 1,2001, which was previously approved by the Mayor and City Commission as part of Tenant's previous lease agreement, which concurrently expire on April 30, 2003. The Landlord's share of the Sub-Lessee's rent shall be payable by Tenant, in accordance with Section 12.4 and 12.4.1. Sub-Lessee Rent for the sub-leased area shall total two thousand one hundred twenty dollars ($2,120.00) per year, payable in monthly installments of one hundred seventy six dollars and sixty-seven cents ($176.67), for the first Lease year. 3.3 Sales Tax: Concurrent with the payment of the monthly installment of Base Rent and Additional Rent provided herein, the Tenant shall also include any and all additional sums for all applicable sales and use tax, now or hereafter prescribed by State, Federal or local law, and now described by Florida Statute 212.031, presently at the rate of seven (7%) percent of the rental payments. 4. Location for Payments. All rents or other payments due hereunder shall be paid to the City of Miami Beach at the following address: City of Miami Beach Finance Department c/o Revenue Manager 3 1700 Convention Cehter Drive Miami Beach, Florida 33139 5. Parkina. 5.1 Tenant may request, from the City's Parking Department, the non-exclusive use of up to four (4) parking spaces, if available, at Municipal Parking Garage 2-A located at 12th Street and Drexel Avenue. Rates for said spaces are subject to change in accordance with the City's Parking Rate Ordinance, and are currently $60.00 per month, plus applicable sales and use tax per space. 6. Securitv Deposit. 6.1 The Landlord acknowledges receipt of Tenant's Security Deposit, in the sum of six thousand dollars ($6,000.00). Said Security Deposit is to ensure the full and faithful performance by the Tenant of each and every term, covenant and condition of this Lease. In the event that Tenant defaults in respect of any of the terms, provisions, covenants and conditions of this Lease, including but not limited to, the payment of any rentals, the Landlord may use, apply or retain the whole or any part of the Security Deposit for the payment of such rentals in default or any other sum which the Landlord may expend or be required to expend by reason of the Tenant's default, including any damages or deficiency in the re-Ietting of the Demised Premises, whether such damages or deficiency may accrue or after summary proceedings or other re-entry by Landlord. 6.2 In the event that the Tenant shall fully and faithfully comply with all of the terms, provisions, covenants and conditions of this Lease, the Security Deposit or any balance thereof shall be returned to the Tenant, without interest, upon the expiration of the Lease and peaceful surrender of the Demised Premises. 6.3 Landlord shall not be required to keep the Security Deposit in a segregated account and the Security Deposit may be commingled with other funds of Landlord and in no event shall the Tenant be entitled to any interest on the Security Deposit. 6.4 In the event of a bona fide sale of the Property wherein the Demised Premises is located, subject to this Lease, the Landlord shall have the right to transfer the Security Deposit to the vendee for the benefit of the Tenant and the Landlord shall be considered by the Tenant free from all liability for the return of such Security Deposit, and the Tenant agrees to look to the new landlord solely for the retum of the Security Deposit, if such Security Deposit is actually transferred, and it is agreed that this shall apply to every transfer or assignment made of the Security Deposit to any new landlord. 6.5 The Security Deposit under this Lease shall not be assigned or encumbered by the Tenant without the prior written consent of the Landlord. It is 4 expressly understood that the issuance of a warrant and the lawful re-entry to the Demised Premises by the Landlord for any default on the part of the Tenant, prior to the expiration of the term of this Lease, shall not be deemed such termination of this Lease as to entitle the Tenant to recovery of the Security Deposit and the Security Deposit shall be retained and remain the possession of the Landlord. 7. Use and Possession of Demised Premises. 7.1 The Demised Premises shall be used by the Tenant solely as a full service graphic communications office and any and all activities related to the foregoing. Said Premises may be open for operation daily a minimum of five (5) days a 'Neck, with normal hours of ope ration being from Monday through Friday 9:00 A.M. to 5:00 P.M. These days and hours of operation shall not otherwise be modified without tAe prior written notice to appro'tal of the City Manager, .....hieh appr-oval shall not be uAr'Dasonably 'Nithhold. Nothing herein contained shall be construed to authorize hours contrary to the laws goveming such operations. 7.2 It is understood and agreed that the Demised Premises shall be used by the Tenant during the term of this Lease only for the above purposes, and for no other purposes or uses whatsoever. Tenant will not make or permit any use of the Demised Premises that, directly or indirectly, is forbidden by public law, ordinance or govemment regulation, or that may be dangerous to life, limb or property. Tenant may not commit waste on the Demised Premises, use the Demised Premises for any illegal purpose, or commit a nuisance on the Demised Premises. In the event that the Tenant uses the Demised Premises for any purposes not expressly permitted herein, then the Landlord may declare this Lease in default pursuant to Section 18, or without notice to Tenant, restrain such improper use by injunction or other legal action. 8. Improvements. 8.1 Tenant shall, at its own cost and expense, construct or cause to be constructed, all improvements to the Demised Premises reasonably necessary for it to carry on its permitted use(s), as set forth above. The plans for such improvements shall be submitted to the Landlord for the Landlord's prior written consent, which will not be unreasonably withheld or delayed. All permanent (fixed) improvements to the Demised Premises shall remain the property of the Landlord upon termination of the Lease. Upon the lawful termination of the Lease, all personal property and trade fixtures may be removed by the Tenant from the Demised Premises without damage to the Demised Premises. The failure ofTenantto complete the improvements and be granted a Certificate of Occupancy within a reasonable time from the date of execution of this Lease shall be deemed a default by Tenant. Tenant will permit no liens to attach to the Demised Premises arising from, connected with or related to the construction of the improvements. Moreover, such construction shall be accomplished through the use of licensed, reputable 5 contractors who are acceptable to Landlord. Any and all permits and or licenses required for the installation of improvements shall be the sole responsibility of Tenant. 8.2 The above requirements for submission of plans and the use of specific contractors shall not apply to maintenance or repairs which do not exceed $1,000.00, provided that the work is not structural, and provided that it is permitted by applicable law. 9. Landlord's Riaht of Entry. 9.1 The Landlord, or its authorized agent or agents, shall have the right to enter upon the Demised Premises at all reasonable times for the purpose of inspecting same, preventing waste, making such repairs as the Landlord may consider necessary and for the purpose of preventing fire, theft or vandalism. However, Landlord agrees that whenever possible, Landlord shall provide reasonable notice, in writing, to Tenant, unless the need to enter the Demised Premises is an emergency, as deemed by Landlord at its sole discretion, which if not immediately addressed could cause property damage, loss of life or limb, or other injury to persons. Nothing herein shall imply any duty on the part of the Landlord to do any work that under any provisions of this Lease the Tenant may be required to perform, and the performance thereof by the Landlord shall not constitute a waiver of the Tenant's default. 9.2 If the Tenant shall not be personally present to open and permit entry into the Demised Premises at any time, for any reason, and any entry thereon shall be necessary or permissible, the Landlord, or its agents, may enter the Demised Premises by master key, or may forcibly enter the Demised Premises without rendering the Landlord or such agents liable therefore. 9.3 Tenant shall furnish Landlord duplicate keys to all locks including exterior and interior doors upon the effective date of this Lease Agreement. Tenant shall not change the locks to the Demised Premises without the prior written consent of Landlord, not to be unreasonably withheld, and in the event such consent is given Tenant shall fumish Landlord duplicate keys to said locks in advance of their installation. 10. Tenant's Insurance. 10.1 The Tenant shall, at its sole cost and expense, comply with all insurance requirements of the Landlord. It is agreed by the parties that the Tenant shall not occupy the Demised Premises until proof of the following insurance coverages have been fumished to and approved by the City's Risk Manager: 10.1.1 Comprehensive General Liability in the minimum amount of $1,000,000 per occurrence for bodily injury and property damage. The City of Miami Beach and the Miami Beach Redevelopment Agency must be named as additional insured parties on this 6 policy. 10.1.2 Workers Compensation and Employers Liability coverage in accordance with Florida statutory requirements. 10.1.3 All-Risks property and casualty insurance, written at a minimum of 80% of replacement cost value and with replacement cost endorsement, covering all of Tenant's personal property in the Demised Premises (including, without limitation, inventory, trade fixtures, floor coverings, fumiture and other property removable by Tenant under the provisions of the Lease) and all leasehold improvements installed in the Demised Premises by or on behalf of Tenant. 10.2 Proof of these coverages must be provided by submitting original certificates of insurance. All policies must provide thirty (30) days written notice of cancellation to both the City's Risk Manager and Asset Manager at 1700 Convention Center Drive, Miami Beach, Florida, 33139. All insurance policies shall be issued by companies authorized to do business under the laws of the State of Florida and must have a rating of B+:VI or better per A.M. Best's Key Rating Guide, latest edition, and certificates are subject to the approval of the City's Risk Manager. 11. Propertv Taxes and Assessments. For the purposes of this Section and other provisions of this Lease: 11.1 The term "Property Taxes" shall mean (i) the real estate taxes, assessments, and special assessments of any kind which may be imposed upon the tax lot on which the building is constructed (the "Land") and (ii) any expenses incurred by Landlord in obtaining a reduction of any such taxes or assessments. 11.2 The term "Property Tax Year" shall mean the period of twelve (12) calendar months, beginning on January 1st of each year. 11.3 The term "Tenant's Proportionate Share" shall mean the ratio that the square footage of the Demised Premises (1,585 square feet) bears to the square footage of the leasable space (32,238 square feet) in the entire building. 11.4 Tenant shall pay, as Additional Rent pursuant to Section 3.2.2, for such Property Tax Year an amount ("Property Tax Payment") equal to Tenant's Proportionate Share of the Property Taxes, if any, for such Property Tax Year. If a Property Tax Year ends after the expiration or termination of the term of this Lease, the Property Tax Payment therefore shall be pror~ted to correspond to that portion of such Property Tax Year occurring within the term of this Lease. The Property Tax Payment shall be payable by Tenant along with the rent on the first day of each month in accordance with the provisions of Section 3.3.2. The monthly Property Tax Payment shall be 7 equivalent to 1/12th of the estimated yearly taxes, based on the previous year's actual taxes. A copy of the tax bill(s) or other evidence of such taxes issued by the taxing authorities, together with Landlord's computation of the Property Tax Payment, will be made available to Tenant once received from the taxing authorities, if requested by Tenant. Tenant shall pay any difference in the amount between the estimated property taxes and the actual property taxes to Landlord immediately upon receipt of request for said payment from the Landlord. 12. Assianment and Sublettina. 12.1. Tenant shall not have the right to assign or sublet the Demised Premises, in whole or in part, without the prior written consent of Landlord which shall not be unreasonably withheld. Such written consent is not a matter of right and Landlord is not obligated to give such consent. If granted as provided herein, the making of any assignment or sublease will not release Tenant from any of its obligations under this Lease. A sale or transfer of a majority interest of the stock of Tenant's corporate entity shall be deemed an assignment, and for purposes of this Lease Agreement, the Landlord shall have the right to approve the new majority owner. Said approval shall be provided in writing. A change in majority interest shall not be deemed to occur if ownership interests change among any of the Tenant's current shareholders. However, any such change in majority interest shall be communicated to the Landlord in writing immediately upon said occurrence. Tenant is prohibited from assigning or subletting this Lease to any person or entity which is not of the same or higher financial responsibility as Tenant, as shall be determined by Landlord, in its sole judgment and discretion. 12.2 Any consent by the Landlord to any act of assignment shall apply only to the specific transaction thereby authorized. Such consent shall not be construed as a waiver of the duty of the Tenant or the legal representatives or assigns of the Tenant, to obtain from the Landlord consent to any other or subsequent assignment, or as modifying or limiting the rights of the Landlord under the foregoing covenants of the Tenant not to assign without such consent. 12.3 Any violation of the provisions of this Lease, whether by act or omissions, by assignee, sub-tenant, or under-tenant or occupant, shall be deemed a violation of such provision by the Tenant, it being the intention and meaning of the parties hereto, that the Tenant shall assume and be liable to the Landlord for any and all acts and omissions of any and all assignees, sub- tenants, or under-tenants or occupants. If the Lease be assigned, the Landlord may and is hereby empowered to collect rent from the assignee; if the Demised Premises or any part thereof be underlet or occupied by any person, other that the Tenant, the Landlord, in the event of the Tenant's default, may, and is hereby empowered to, collect rent from the under-tenant or occupants; in either of such events, the Landlord may apply the net amount received by it for rent herein reserved, and no such collection shall 8 be deemed a waiver of the covenant herein against assignment or the acceptance of the assignee, under-tenant or occupant as tenant, or a release of the Tenant from the further performance of the covenants herein contained on the part of the Tenant. 12.4 Notwithstanding the provisions of this Paragraph 12, Landlord herein approves that certain Sublease between Tenant and LRN, Inc., dated January 1, 2001, which was previously approved by the Mayor and City Commission as part of Tenant's previous lease agreement, which concurrently expire on April 30, 2003. Said Sublease contains a provision to automatically renew, on a month-to-month basis, until terminated by written notice. In the event that this Lease Agreement expires or is otherwise terminated by Landlord, Tenant herein acknowledges that said Sublease shall not survive said expiration or termination of this Agreement and as a result of same shall be null and void and of no further force or effect. A copy of the Sublease between Tenant and LRN, Inc. is attached hereto and incorporated herein as "Exhibit B". 12.4.1 Tenant shall pay, as Additional Rent pursuant to Section 3.2.4. for each Lease Year an amount ("Sub-Lessee Rent) equal to fifty percent (50%) of the difference between the sum of the amounts due to the Landlord for Tenant's Base Rent (3.1.1), OperatinQ Expenses (3.2.1), and Propertv Taxes (3.2.2) for that portion of the Demised Premises beinQ sublet (currentlv 80 square feet) and the amount due to the Tenant by its Sub-Lessee for said sublet area, includinQ any subsequent increases in Sub-Lessee's rent. as mav be provided for in any Landlord approved Sublease that may be in effect durinQ the term of this Lease AQreement, or anv extensions thereof. 13. Maintenance and Repair. 13.1 Tenant shall maintain the Demised Premises and the fixtures and appurtenances therein, and at its sole cost and expense shall make all repairs thereto as and when needed to preserve them in good working order and condition. Landlord shall be responsible for the maintenance of the roof, the exterior of the building, the structural electrical and plumbing (other than plumbing surrounding any sink within the Demised Premises), the common areas and the chilled water supply system, and those items addressed in paragraph entitled "Common Facilities", in Section 3.2.1 herein. Landlord shall maintain and/or repair those items that it is responsible for, so as to keep same in proper working condition. Tenant shall also be responsible for all interior walls and doors thc interior and exterior of all windows and doors, as 'Nell as immediate replacement of any and all plate glass or other glass in the Demised Pr-omiseG which may become br-olmn using glass of the Game or better quality, at its sale cost and expense. Tenant agr-oes and understands, that If Landlord pr-evidcG a scparate air conditioning unit for the Demised Pr-omiGcs, Landlord, at its sale discr-otion, 9 Landlord may r-oquir-o that TeMnt obtain, at any time duriAg the Tcrm of this Lease Agr-oement, and continuously maintain in good standing, at Tenant's expense, throughout the Term of the Lease Agreement, a maintenance and r-opair eontfact, approved by Landlord, with a sCfviee company pr-oviously appr-oved in writing by Landlord, providing for thc pr-cventative maintenance and repair of all heating/ventilation,iair cOAditioning (HV AC) equipment servicing the Demised Pr-omises. In the event that Landlor<:l notifies Tenant that it will r-oquirc Tenant to contract for said mainteAanee and repair services, Tenant shall provide to Landlor<:l, in writing, within ten (10) business days, the name(s) and telephone number(s) of service company(ies) forthe Landlord's r-oview and approval. Tenant shall pro'/ide a copy of a curr-ont, enfol'Ceable and fully executed maintenance aAd r-opair contract, 1'10 later than ten (10) business days after r-oeeipt of Landlord's approval of the service company, as pr-oof of Tenant's compliance '/lith this provision. If Landlord provides a separate air eonditioniA!jJ unit for the Demised Pr-omises, as provided above, Tenant may rcqucst that LaAdlord inspect same to ensul'C that it is in proper '....orl(ing order. If the unit is net in proper .....orl(ing order, Landlor<:l shall, at its sole discretion, r-opair or rcplaee the l:Init. 13.2 All damage or injury of any kind to the Demised Premises and to its fixtures, glass, appurtenances, and equipment, if any, or to the building fixtures, glass, appurtenances, and equipment, if any, except damage caused by the wrongful acts or negligence of the Tenant, shall be the obligation of Tenant, and shall be repaired, restored or replaced promptly by Tenant at its sole cost and expense to the satisfaction of Landlord. 13.3 All of the aforesaid repairs, restorations and replacements shall be in quality and class equal to the original work or installations and shall be done in good and workmanlike manner. 13.4 If Tenant fails to make such repairs or restorations or replacements, the same may be made by the Landlord, at the expense of Tenant, and all sums spent and expenses incurred by Landlord shall be collectable as Additional Rent and shall be paid by Tenant within ten (10) days after rendition of a bill or statement thereof. IN ALL OTHER RESPECTS, THE DEMISED PREMISES ARE BEING LEASED IN ITS PRESENT "AS IS" CONDITION. 13.5 It shall be Tenant's obligation to insure that any renovations, repairs and/or improvements made by Tenant to the Demised Premises comply with all applicable building codes and life safety codes of governmental authorities having jurisdiction. 14. Governmental Reaulations. The Tenant covenants and agrees to fulfill and comply with all statutes, ordinances, rules, orders, regulations, and requirements of any and all governmental bodies, including but not limited to Federal, State, Miami-Dade County, and City govemments, and any and all of their departments and bureaus applicable to the 10 Demised Premises and shall also comply with and fulfill all rules, orders, and regulations for the prevention of fire, all at Tenant's own cost and expense. The Tenant shall pay all cost, expenses, claims, fines, penalties, and damages that may be imposed because of the failure of the Tenant to comply with this Section, and shall indemnify and hold harmless the Landlord from all liability arising from each non-compliance. 15. Liens. Tenant will not permit any mechanics, laborers, or materialman's liens to stand against the leased premises or improvements for any labor or materials to Tenant or claimed to have been furnished to Tenant's agents, contractors, or sub-tenants, in connection with work of any character performed or claimed to have performed on said premises, or improvements by or at the direction or sufferance of the Tenant, provided however, Tenant shall have the right to contest the validity or amount of any such lien or claimed lien. In the event of such contest, Tenant shall give the Landlord reasonable security as may be demanded by Landlord to insure payment thereof and prevent sale, foreclosure, or forfeiture of the premises or improvements by reasons of such non-payment. Such security need not exceed one and one half (1-1/2) times the amount of such lien or such claim of lien. Such security shall be posted by Tenant within ten (10) days of written notice from Landlord, or Tenant may "bond off" the lien according to statutory procedures. Tenant will immediately pay any judgment rendered with all proper cost and charges and shall have such lien released or judgment satisfied at Tenant's own expense. 16. Enforcement. Tenant agrees to pay the Base Rent and any Additional Rent herein reserved at the time and in the manner aforesaid, and should said rents herein provided, at any time remain due and unpaid for a period of fifteen (15) days after the same shall become due, the Landlord may exercise any or all options available to it hereunder, which options may be exercised concurrently or separately or the Landlord may pursue any other remedies enforced by law. 17. Condemnation. 17.1 If at anytime during the term of this Lease and any renewal term hereunder, all or any part or portion of the building in which the Demised Premises are located, sufficient in size, to cause the Demised Premises to be untenantable, is taken, appropriated, or condemned by reason of Eminent Domain proceedings (except if the Eminent Domain proceedings are initiated by the City of Miami Beach), then this Lease shall be terminated as of the date of such taking, and shall thereafter be completely null and void, and neither of the parties hereto shall thereafter have any rights against the other by reason of this Lease or anything contained therein, except that any rent prepaid beyond the date of such taking shall be prorated to such date, and the Tenant shall pay any and all rents, additional rents, utility charges, or other costs including excess taxes for which it is liable under the terms of this Lease, up to the date of such taking. 11 17.2 Except as hereunder provided, Tenant shall not be entitled to participate in the proceeds of any award made to the Landlord in any such Eminent Domain proceeding, excepting, however, the Tenant shall have the right to claim and recover from the condemning authority, but not from the Landlord, such compensation as may be separately awarded or recoverable by Tenant in Tenant's own right on account of any and all damage to Tenant's business by reasons of the condemnation and for or on account of any cost or loss which Tenant might incur in removing Tenant's fumiture and fixtures. 18. Default. 18.1 Default bv Tenant: At the Landlord's option, any of the following shall constitute an Event of Default under this Lease: 18.1.1 The Base Rent, Additional Rent, or any installment thereof is not paid promptly when and where due within fifteen (15) days of due date and if Tenant shall not cure such failure within five (5) days after receipt of written notice from Landlord specifying such default; 18.1.2 Any other payment provided for under this Lease is not paid promptly when and where due; 18.1.3 The Demised Premises shall be deserted, abandoned, or vacated; 18.1.4 The Tenant shall fail to comply with any material term, provision, condition or covenant contained herein other than the payment of rent and shall not cure such failure within thirty (30) days after the receipt of written notice from Landlord specifying any such default; or such longer period of time acceptable to Landlord, at its sole discretion; 18.1.5 Receipt of notice of violation from any governmental authority having jurisdiction dealing with a code, regulation, ordinance or the like, which remains uncured for a period of thirty (30) days from its issuance, or such longer period of time acceptable to Landlord, at its sole discretion; 18.1.6 Any petition is filed by or against Tenant under any section or chapter of the Bankruptcy Act, as amended, which remains pending for more than sixty (60) days, or any other proceedings now or hereafter authorized by the laws of the United States or of any state for the purpose of discharging or extending the time for payment of debts; 18.1.7 Tenant shall become insolvent; 18.1.8 Tenant shall make an assignment for benefit of creditors; 12 18.1.9 A receiver is appointed for Tenant by any court and shall not be dissolved within thirty (30) days thereafter; or 18.1.10 The leasehold interest is levied on under execution. 19. Riahts on Default. 19.1 Riahts on Default: In the event of any default by Tenant as provided herein, Landlord shall have the option to do any of the following in addition to and not in limitation of any other remedy permitted by law or by this Lease; 19.1.1 Terminate this Lease, in which event Tenant shall immediately surrender the Demised Premises to Landlord, but if Tenant shall fail to do so Landlord may, without further notice, and without prejudice to any other remedy Landlord may have for possession or arrearages in rent or damages for breach of contract, enter upon Demised Premises and expel or remove Tenant and his effects in accordance with law, without being liable for prosecution or any claim for damages therefore, and Tenant agrees to indemnify and hold harmless Landlord for all loss and damage which Landlord may suffer by reasons of such Lease termination, whether through inability to re-Iet the Demised Premises, or through decrease in rent, or otherwise. 19.1.2 Declare the entire amount of the Base Rent and Additional Rent which would become due and payable during the remainder of the term of this Lease to be due and payable immediately, in which event Tenant agrees to pay the same at once, together with all rents therefore due, at the address of Landlord, as provided in the Notices section of this Lease; provided, however, that such payment shall not constitute a penalty, forfeiture, or liquidated damage, but shall merely constitute payment in advance of the rents for the remainder of said term and such payment shall be considered, construed and taken to be a debt provable in bankruptcy or receivership. 19.1.3 Enter the Demised Premises as the agent of Tenant, by force if necessary, without being liable to prosecution or any claim for damages therefore, remove Tenant's property there from, and re- let the Demised Premises, or portions thereof, for such terms and upon such conditions which Landlord deems, in its sole discretion, desirable, and to receive the rents therefore, and Tenant shall pay Landlord any deficiency that may arise by reason of such re- letting, on demand at any time and from time to time at the office of Landlord; and for the purpose of re-letting, Landlord may (i) make any repairs, changes, alterations or additions in or to said Demised Premises that may be necessary or convenient; (ii) pay 13 all costs and expenses therefore from rents resulting from re- letting; and (iii) Tenant shall pay Landlord any deficiency as aforesaid. 19.1.4 Take possession of any personal property owned by Tenant on said Demised Premises and sell the same at public or private sale, and apply same to the payment of rent due, holding the Tenant liable for the deficiency, if any. 19.1.5 It is expressly agreed and understood by and between the parties hereto that any installments of rent accruing under the provisions of this Lease which shall not be paid when due shall bear interest at the maximum legal rate of interest per annum then prevailing in Florida from the date when the same was payable by the terms hereof, until the same shall be paid by Tenant. Any failure on Landlord's behalf to enforce this Section shall not constitute a waiver of this provision with respect to future accruals of past due rent. No interest will be charged for payments made within the grace period, such grace period to be defined as within five days of the due date. In addition, there will be a late charge of $50.00 for any payments submitted after the grace period. 19.1.6 If Tenant shall default in making any payment of monies to any person or for any purpose as may be required hereunder, Landlord may pay such expense but Landlord shall not be obligated to do so. Tenant upon Landlord's paying such expense shall be obligated to forthwith reimburse Landlord for the amount thereof. All sums of money payable by Tenant to Landlord hereunder shall be deemed as rent for use of the Demised Premises and collectable by Landlord from Tenant as rent, and shall be due from Tenant to Landlord on the first day of the month following the payment of the expense by Landlord. 19.1.7 The rights of the Landlord under this Lease shall be cumulative but not restrictive to those given by law and failure on the part of the Landlord to exercise promptly any rights given hereunder shall not operate to waive or to forfeit any of the said rights. 19.2 Default bv Landlord: The failure of Landlord to perform any of the covenants, conditions and agreements of the Lease which are to be performed by Landlord and the continuance of such failure for a period of thirty (30) days after notice thereof in writing from Tenant to Landlord (which notice shall specify the respects in which Tenant contends that Landlord failed to perform any such covenant, conditions and agreements) shall constitute a default by Landlord, unless such default is one which cannot be cured within thirty (30) days because of circumstances beyond Landlord's control, and Landlord within such thirty (30) day period shall have commenced and thereafter shall continue diligently to prosecute all actions 14 necessary to cure such defaults. However, in the event Landlord fails to perform within the initial 30 day period provided above, and such failure to perform prevents Tenant from operating its business in a customary manner and causes an undue hardship for the Tenant, then such failure to perform (regardless of circumstances beyond its control) as indicated above, shall constitute a default by Landlord. 19.3 Tenant's Riahts on Default: If an event of Landlord's default shall occur, Tenant, to the fullest extent permitted by law, shall have the right to pursue any and all remedies available at law or in equity, including the right to sue for and collect damages, including reasonable attorney fees and costs, to terminate this Lease (and all of its obligations hereunder by giving notice of such election to Landlord, whereupon this Lease shall terminate as of the date of such notice), to specifically enforce Tenant's rights; and/or to enjoin Landlord. 20. Indemnity Aaainst Costs and Charaes. 20.1 The Tenant shall be liable to the Landlord for all costs and charges, expenses, reasonable attomey's fees, and damages which may be incurred or sustained by the Landlord, by reason of the Tenant's breach of any of the provisions of this Lease. Any sums due the Landlord under the provisions of this item shall constitute a lien against the interest of the Tenant and the Demised Premises and all of Tenant's property situated thereon to the same extent and on the same conditions as delinquent rent would constitute a lien on said premises and property. 20.2 If Tenant shall at any time be in default hereunder, and if Landlord shall deem it necessary to engage an attomey to enforce Landlord's rights and Tenant's obligations hereunder, the Tenant will reimburse the Landlord for the reasonable expenses incurred thereby, including, but not limited to, court costs and reasonable attomey's fees, whether suit be brought or not and if suit be brought, then Tenant shall be liable for expenses incurred at both the trial and appellate levels. 21. Indemnification Aaainst Claims. 21.1 The Tenant shall indemnify and save the Landlord harmless from and against any and all claims or causes of action (whether groundless or otherwise) by or on behalf of any person, firm, or corporation, for personal injury or property damage occurring upon the Demised Premises or upon any parking lot or other facility or appurtenance used in connection with the Demised Premises, occasioned in whole or in part by any of the following: 21.1.1 An act or omission on the part of the Tenants, or any employee, agent, invitee, or guest, assignee or sub-tenant of the Tenant; 15 21.1.2 Any misuse, neglect, or unlawful use of the Demised Premises or the building in which the Demised Premises is located or any of its facilities by Tenant, or any employee, agent, invitee, or guest, assignee or sub-tenant or the Tenant, but not to include trespassers upon the Demised Premises; 21.1.3 Any breach, violation, or non-performance of any undertaking of the Tenant under this Lease; 21.1.4 Anything growing out of the use or occupancy of the Demised Premises by the Tenant or anyone holding or claiming to hold through or under the Lease. 21.2 Tenant agrees to pay all damages to the Demised Premises or other facilities used in connection therewith, caused by the Tenant or any employee, guest, or invitee of the Tenant. 22. Sians and Advertisina. Without the prior written consent of Landlord, Tenant shall not permit the painting and display of any signs, plaques, lettering or advertising material of any kind on or near the Demised Premises. All additional signage shall comply with signage standards established by Landlord and comply with all applicable building codes, and any other Municipal, County, State and Federal laws. 23. Effect of Conveyance. The term "Landlord" as used in the Lease means only the owner for the time being of the land and building containing the Demised Premises, so that in the event of any sale of said land and building, or in the event of a lease of said building, the Landlord shall be and hereby is entirely freed and relieved of all covenants and obligations of the Landlord hereunder, and it shall be deemed and construed without further agreement between the parties, or between the parties and the purchaser at such sale, or the lease of this building, that the purchaser or Tenant has assumed and agreed to carry out all covenants and obligations of the Landlord hereunder. 24.. Damaae to the Demised Premises. 24.1 The building in which the Demised Premises are located is insured under Landlord's fire insurance policy. If the Demised Premises shall be damaged by the elements or other casualty not due to Tenant's negligence, or by fire, but are not thereby rendered untenantable, as determined by Landlord, in whole or in part, and such damage is covered by Landlord's insurance, if any, (hereinafter referred to as "such occurrence"), Landlord, shall, as soon as possible after such occurrence, utilize the insurance proceeds to cause such damage to be repaired and the rent shall not be abated. If by reason of such occurrence, the Demised Premises shall be rendered untenantable, as determined by Landlord, only in part, Landlord shall as soon as possible utilize the insurance proceeds to cause the damage to be repaired, and the 16 rent meanwhile shall be abated proportionately as to the portion of the Demised Premises rendered untenantable; provided however, if the Demised Premises are by reason of such occurrence, rendered more than 50% but less than 100% untenantable, as determined by Landlord, Landlord shall promptly obtain a good faith estimate of the time required to render the Demised Premises tenantable. If such time exceeds sixty (60) days, the Tenant shall have the option of canceling this Lease, which option shall be exercised by Tenant in writing within ten (10) days of receipt of notice of same from Landlord. 24.1 If the Demised Premises shall be rendered wholly untenantable by reason of such occurrence, the Landlord shall utilize the insurance proceeds to cause such damage to be repaired and the rent meanwhile shall be abated in whole; provided, however, that Landlord shall have the right, to be exercised by notice in writing delivered to Tenant within sixty (60) days from and after said occurrence, to elect not to reconstruct the destroyed Demised Premises, and in such event, this lease and the tenancy hereby created shall cease as of the date of said occurrence, the rentto be adjusted as of such date. If the Demised Premises shall be rendered wholly untenantable, the Tenant shall have the right, to be exercised by notice in writing, delivered to Landlord within thirty (30) days from and after said occurrence, to elect to terminate this lease, the rent to be adjusted accordingly. Notwithstanding any clause contained in this Section, if Landlord becomes self insured or the damage is not covered by Landlord's insurance, then Landlord shall have no obligation to repair the damage, but Landlord shall advise Tenant in writing within thirty (30) days of the occurrence giving rise to the damage and of its decision not to repair, and the Tenant may, at any time thereafter, elect to terminate the lease, and the rent shall be adjusted accordingly. 25. Quiet Eniovment. The Tenant shall enjoy quiet enjoyment of the Demised Premises and shall not be evicted or disturbed in possession of the Demised Premises so long as Tenant complies with the terms of this Lease. 26. Waiver. 26.1 It is mutually covenanted and agreed by and between the parties hereto that the failure of Landlord to insist upon the strict performance of any of the conditions, covenants, terms or provisions of this Lease, or to exercise any option herein conferred, will not be considered or construed as a waiver or relinquishment for the future of any such conditions, covenants, terms, provisions or options but the same shall continue and remain in full force and effect. 26.2 A waiver of any term expressed herein shall not be implied by any neglect of Landlord to declare a forfeiture on account of the violation of such term if such violation by continued or repeated subsequently and any express waiver shall not affect any term other than the one specified in such waiver 17 and that one only for the time and in the manner specifically stated. 26.3 The receipt of any sum paid by Tenant to Landlord after breach of any condition, covenant, term or provision herein contained shall not be deemed a waiver of such breach, but shall be taken, considered and construed as payment for use and occupation, and not as rent,unless such breach be expressly waived in writing by Landlord. 27. Notices. The addresses for all notices required under this Lease shall be as follows, or at such other address as either party shall be in writing, notify the other: LANDLORD: City Manager City of Miami Beach 1700 Convention Center Drive Miami Beach, Florida 33139 With copies to: City Attorney City of Miami Beach 1700 Convention Center Drive Miami Beach, Florida 33139 And: Asset Manager City of Miami Beach 1700 Convention Center Drive Miami Beach, Florida 33139 TENANT: Jacques Auger Design Associates, Inc. 1130 Washington Avenue, 6th Floor Miami Beach, Florida 33139 All notices shall be hand delivered and a receipt requested, or by certified mail with return receipt requested, and shall be effective upon receipt. 28. Entire and Bindina Aareement. This Lease contains all of the agreements between the parties hereto, and it may not be modified in any manner other than by agreement in writing signed by all the parties hereto or their successors in interest. The terms, covenants and conditions contained herein shall inure to the benefit of and be binding upon Landlord and Tenant and their respective successors and assigns, except as may be otherwise expressly provided in this Lease. 29. Provisions Severable. If any term or provision of this Lease or the application thereof to any person or circumstance shall, to any extent, be invalid or unenforceable, the remainder of this Lease, or the application of such term or provision to persons or circumstances other than those as to which it is held invalid or unenforceable, shall not be affected thereby and each term and provision of this Lease shall be valid and be enforced to the fullest extent permitted by law. 18 30. Caotions. The captions contained herein are for the convenience and reference only and shall not be deemed a part of this Lease or construed as in any manner limiting or amplifying the terms and provisions of this Lease to which they relate. 31. Number and Gender. Whenever used herein, the singular number shall include the plural and the plural shall include the singular, and the use of one gender shall include all genders 32. GoverninQ Law. This Lease shall be governed by and construed in accordance with the law of the State of Florida. 33. Limitation of Liabilitv. The Landlord desires to enter into this Agreement only if in so doing the Landlord can place a limit on Landlord's liability for any cause of action for money damages due to an alleged breach by the Landlord of this Agreement, so that its liability for any such breach never exceeds the sum of Ten Thousand Dollars and no/100 ($10,000.00). Tenant hereby expresses its willingness to enter into this Agreement with the Tenant's recovery from the Landlord for any damage action for breach of contract to be limited to a maximum amount of Ten Thousand ($10,000.00) Dollars. Accordingly, and notwithstanding any other term or condition of this Agreement, Tenant hereby agrees that the Landlord shall not be liable to Tenant for damage in an amount in excess of Ten Thousand ($10,000.00) Dollars for any action or claim for breach of contract arising out of the performance or non-performance of any obligations imposed upon the Landlord by this Agreement. Nothing contained in this Section or elsewhere in this Agreement is in any way intended to be a waiver of the limitation placed upon Landlord's liability as set forth in Florida Statutes, Section 768.28. 34. Surrender of the Demised Premises. The Tenant shall, on or before the last day of the term herein demised, or the sooner termination thereof, peaceably and quietly leave, surrender and yield upon to the Landlord the Demised Premises, together with any and all equipment, fixtures, furnishings, appliances or other personal property, if any, located at or on the Demised Premises and used by Tenant in the maintenance, management or operation of the Demised Premises, excluding any trade fixtures or personal property, if any, which can be removed without material injury to the Demised Premises, free of all liens, claims and encumbrances and rights of others or broom- clean, together with all structural changes, alterations, additions, and improvements which may have been made upon the Demised Premises, in good order, condition and repair, reasonable wear and tear excepted, subject, however, to the subsequent provisions of this Article. Any property which pursuant to the provisions of this Section is removable by Tenant on or at the Demised Premises upon the termination of this Lease and is not so removed may, at the option of the Landlord, be deemed abandoned by the Tenant, and either may be retained by the Landlord as its property or may be removed and disposed of at the sole cost of the Tenant in such manner as the Landlord may see fit. If the Demised Premises and personal 19 property, if any, be not surrendered at the end of the term as provided in this Section, the Tenant shall make good the Landlord all damages which the Landlord shall suffer by reason thereof, and shall indemnify and hold harmless the Landlord against all claims made by any succeeding tenant or purchaser, so far as such delay is occasioned by the failure of the Tenant to surrender the Demised Premises as and when herein required. 35. Time is of the Essence. Time is of the essence in every particular and particularly where the obligation to pay money is involved. 36. Venue. This Lease Agreement shall be enforceable in Miami-Dade County, Florida, and if legal action is necessary by either party with respect to the enforcement of any and all the terms or conditions herein, exclusive venue for the enforcement of same shall lie in Miami-Dade County, Florida. LANDLORD AND TENANT HEREBY KNOWINGLY AND INTENTIONALLY WAIVE THE RIGHT TO TRIAL BY JURY IN ANY ACTION OR PROCEEDING THAT THE LANDLORD AND TENANT MAY HEREIN AFTER INSTITUTE AGAINST EACH OTHER WITH RESPECT TO ANY MATTER ARISING OUT OF OR RELATED TO THIS LEASE AGREEMENT. 20 IN WITNESS WHEREOF, the parties hereto have caused these presents to be signed by the respec.tjve duly authorized officers, and the respective corporate seals to be affixed this R Th day of J p.. N l( Mt- ~ ' 2003. ATTEST: LANDLORD I CI F MIAMI BEACH, FLORIDA ~~~ f~ CITY CLERK BY: ATTEST: TENANT I JACQUES AUGER DESIGN ASSOCIATES, INC. BY: CORPORATE SEAL (affix here) F:\DDHP\$ALL\ASSET\OLDCITY\AUGER\Auger.Lease.doc .~.,.. APPAC)YEOASTO FORM & LANGUAGE & FOR EXECUTION I ")'li~ ~ :61- \r 21 .C ".. - ,\ I: .. SIXTH FLOOR PLAN ~A,-r 1/........0. Exhibit "A" HISTORIC CITY HALL, 6TH FLOOR 305 534 3200 TELEPHONE 1130 WASHINGTON AVENUE 305 534 3220 FAX MIAMI BEACH, FLORIDA 33139 ADM1N@AUGERDESlCiN.COM RENTAL AGREEMENT THIS RENTAL AGREEMENT, made this January], 200], by and between Jacques Auger Design Associates, Inc., hereinafter referred to as ("Landlord") primary tenant of the premises address known as ] 130 Washington A venue, Sixth Hoor, Miami Beach, FL 33139 (the "Property") and LRN Inc., jointly and separately hereinafter called ("Tenant"). The City of Miami Beach will be referred to as ("Owner"). I. TERMS: The initial term of this lease shall be ]2 months, beginning on the scheduled date of occupancy which is January ],200] and ending December 3],200] at noon. Agreement shall renew itselffrom month to month, until terminated by written notice, upon all the terms, covenants, conditions and provisions herein contained. This rental agreement covers an area equal to approximately 80 square feet and is subject to the terms ofthe Landlord's original lease with the Owner for the entire 6th floor that will terminate at the end of April, 2003. 2. RENT: Total sum of rent due is $6,000.00 payable in equal monthly installments of $500.00. Rents are payable in advance on the ]st day of the month at Jacques Auger Design Associates, Inc., 1130 Washington Avenue, 6th Hoor, Miami Beach, FL 33139. 3. SECURITY DEPOSIT: Waived. 4. SUBLEASING: Tenant may not sublease or assign this lease. Any such assignment shall be void. 5. DAMAGE TO THE PREMISES: The building in which the Demised Premises are located is insured under the Owner's fire insurance policy. If the Demised Premises shall be damaged by the elements or other casualty not due to Tenant's negligence, or by fire, but are not thereby rendered untenantable in whole or in part, and such damage is covered by Owner's insurance, if any, (hereinafter referred to as "such occurrence"), Owner shall, as soon as possible after such occurrence, utilize the insurance proceeds to cause such damage to be repaired and the rent shall not be abated. If by reason of such occurrence, the premises shall be rendered untenantable only in part, Owner shall as soon as possible utilize the insurance proceeds to cause the damage to be repaired and the rent meanwhile shall be abated proportionately as to the portion of the premises rendered untenantable; provided however, if the premises are by reason of such occurrence, rendered more than 50% but less than 100% untenantable, Owner shall promptly obtain a good faith estimate of the time required to render the premises tenantable If such time exceeds four (4) months, Landlord shall have the option of canceling this lease, which option shall be exercised by Landlord in writing within ten (10) days of receipt of notice of same from Owner. If the premises shall be rendered wholly untenantable by reason of such occurrence, Owner shall utilize the insurance proceeds to cause such damage to be repaired and the rent meanwhile shall be abated in whole; provided, however, that Owner shall have the right, to be exercised by notice in writing delivered to Landlord and subsequently delivered to Tenant within sixty (60) days from and after said occurrence, to elect not to reconstruct the destroyed premises, and in such event, this lease and the tenancy hereby created shall cease as of the date of said occurrence, the rent to be adjusted as of such date. If the premises shall be rendered wholly untenantable, Tenant shall have the right, to be exercised by notice in writing, delivered to Landlord, within thirty (30) days from and after said occurrence, to elect to terminate this lease, the rent to be adjusted accordingly. Notwithstanding any clause contained in this paragraph, if the Owner becomes self insured or the damage is not covered by the Owner's insurance, then the Owner shall have no obligation to repair the damage, but the Owner shall advise Landlord who will then advise Tenant in Exhibit "B" JACQUES AUGER DESIGN ASSOCIATES, INC. writing within thrity (30) days of the occurrence giving rise to the damage and of its decision not to repair, and the Landlord may, at any time thereafter, elect to terminate the lease, and the rent shall be adjusted accordingly. 6. PROPERTY LOSS: Landlord shall not be liable for the damage to Tenant's property of any type for any reason or cause whatsoever, except where such is due to the gross negligence of Landlord. 7. INDEMNIFICATION: Tenant releases Landlord from all liability for and agrees to indemnify Landlord against all losses incurred by Landlord and/or Tenant as a result of (a) Tenant's failure to fulfill any condition of this Agreement; (b) any damage or injury happening in or about the Property to Tenant's invitees or licensees or such person's property. 8. REPAIRS: Tenant acknowledges that it has inspected the Property and accepts the condition as is. Owner is responsible for all structural repairs. Tenant shall keep the Property and fixtures and any personal property of Landlord in good condition and repair, and at the termination of this tenancy shall delivery up the property, fixtures and personal property in as good order in which they are now, ordinary wear and tear excepted. If at any time Tenant vacates property and the property is not in good order and repair, the Landlord may bill for the cost of repairing the property. 9. LOCKS: Tenant is prohibited from adding locks to, changing, or in any way altering locks installed on the doors of property without the prior permission of the Landlord. /) h ~#rJ Date ,,,.e .f' .. ~~,i '-~ : '(D ~.. " ! r · r \, I ~ I 1 I .. , .' z ",.- ,. t J <{ ~l ~ /(1).. j 0: "l rot - )- ~i1 ~~ a: ~ - . ~ RJ 9 U. ... . ..;. I ~ I- ... X J .. (jj ~ Subleased Space to LRN, Inc. from Jaques Auger Design Associates, Inc. shall consist of approximately 80 square feet (Area A) of the office space it currently leases from the City. Said space shall be used by LRN's Regional Director of Customer Relations to establish business relationships with corporate law departments and law firms to use LRN's legal research, on-line knowledge management and on-line legal compliance training products and services. No retail sales will be involved, or client/customer traffic is anticipated by LRN. Exhibit I~GRA Realty Resources -- LOCAL EXPERTISE...NATfONALLY 6TH FLOOR OFFICE SPACE HISTORIC CITY HALL 1130 Washington Avenue Miami Dade County Miami Beach, Florida 33139 PREPARED FOR: Jose Damien, Asset Manager City of Miami Beach 1700 Convention Center Drive Miami Beach, Florida 33139 EFFECTIVE DATE OF THE SURVEY: ~overnberI2,2002 INTEGRA REALTY RESOURCES, - MIAMI FILE NUMBER 02-6950 , " C> iJ ,~ t) l --= ~.:; U.n. ....;,) O;:':.,~ ""..:. f'.' !;J :3"":'''' ;;: ...: i., '~;J f"t1 ,~ (_, 0 C" ~ ;-l INTEGRA ReaOy R..ou"" AREEA/SOUTH FLORIDA November 13,2002 Jose Damien, Asset Manager City of Miami Beach 1700 Convention Center Drive Miami Beach, Florida 33139 Re: IRR-AREEA File No. 02-6950 Market Rent of 1130 Washington Street (6th Floor Office Space) Historic City Hall Miami Beach, Florida 33139 Dear Mr. Damian: Pursuant to your request, we have estimated the current market rent for the property referenced above. Market rent (sometimes used as a synonym for economic rent or fair rental value) is defined as 'The rental income that a property would most probably command in the open market; indicated by the current rents paid and asked for comparable space as of the date of the appraisal ~ (Appraisal Institute, The Dictionary of Real Estate Appraisal, Third Edition, Chicago, illinois, 1993, p. 221) In accordance with your guidelines, the results of our analysis are being presented to you in letter or restricted use form. The data is being retained in our files. It should be noted that, the user or reader of this report could not understand how we arrived at our conclusions without access to our file, which is restricted to the client only. Description of the Area Miami Beach is a 7.1 mile long island that separates Biscayne Bay from the Atlantic Ocean. Miami Beach is somewhat subdivided into three geographical areas: South Beach, Middle Beach and North Beach. The subject is located within the South Beach submarket, which runs from the southern tip of Miami Beach north to 22nd Street. The area has been through tremendous positive changes over the past 10 years. The .South Beach Renaissance" is based on preserving it's historic ambiance through the revitalization of the Art Deco Historic District South Beach is known primarily for restaurants and upscale shopping along Ocean Drive, Washington A venue and Lincoln Road. In addition, there are a number of luxury condominium projects to include Il Villaggio, PortofinolMurano, and Continuum's South Pointe project. LOCAL EXPERTlSE...NATIONALLY 9400 S. Dadeland Blvd. . Penthouse One. Miami, Florida 33156-2817 Phone: 305-670-0001 . Commercial Fax: 305-670-2276 . Residential Fax: 305-670-2275 . Email: miami@irr.com Jose Damien November 13, 2002 Page Two Description ofthe Area (Cont'd.) The subject property's neighborhood contains a variety of residential and commercial land uses. The area along Ocean Drive and Collins Avenue is in the revitalization stage of its neighborhood life cycle, with numerous properties substantially renovated in the late 1980's and 1990's. The South Beach area has been significantly improved and currently draws tourists from allover the world. Due to the redevelopment efforts and tremendous growth, Ocean Drive, Collins Avenue and Washington Avenue are now lined with hotels, restaurants, cafes and/or small shops and is drawing worldwide attention, resulting in improving property values in the area. The subject neighborhood continues to be redeveloped, with in-fill developments based upon market demands. The subject property's neighborhood has generally adequate access. Collins Avenue, which runs through the subject's neighborhood, is a major north/south arterial, forming a part of State Road A-I- A. Several causeways, including MacArthur, Venetian and Julia Tuttle (Interstate 195) Causeways, connect Miami Beach to the mainland and provide access to Downtown Miami, as well as a network of expressways including Interstate 95 and the Dolphin Expressway (State Road 836). These roadways, in conjunc-tion with local roadways, provide adequate access to the subject neighborhood. Description of the Property Historic City Hall is a 7 -story office building located on the City of Miami Beach Police Department campus. The property is located along the west side of Washington Avenue at 12th Street. Due to the tower-like design of the building, exposure to north and southbound Washington Avenue is considered very good. Parking for the property is via a municipal parking lot to the west. The subject space is located on the 6th floor with ocean views to the east and totals 1,585 square feet. The space is built out as general office with drywall partitions, decorative concrete flooring and acoustical ceiling tile. The floor plan is conducive to a variety of general office uses. Jose Damien November 12, 2002 Page Three Current Lease Jaques Auger Design Associates, Inc. isin the last year of a seven-year lease. The current lease rate is $14.76 per square foot plus $.68 in CAM for a full service lease rate of$15.44 per square foot. Comparable Rent Analysis Size! Lease Tenant No. Location SF Rate! Lease ImpJ Parking Occup SF Type Exp. Terms EscaL Conces. 1 1205 Washington 12,000 520 Gross Elec. 3 Yr. 5% N/A N/A Vac. Avenue Janlt. Plus Comments: This property is located on the NEC of Washington Ave. and 12"' St. The space is 12,000 sf of contiguous office build out above retaiL 2 930 Washington 20,000 520 Full Servo N/A 3-5 CPI N/A 550/Space! 100% Avenue Yrs. Month Comments: The ground floor is leased to Bank of America while the top 2 floors are owner-occupied. The only space available for other tenants is under 1,500 sf. Paint, 164 Spaces 1680 Meridian 522- 1 Yr. 3%- Carpet or 3 Avenue 82,154 525 Full Servo N/A Plus 5% 3 Mos. 575/Space! 73% (Negot.) Month Comments: Recently signed leases include spaces ranging from 1,100-2,335 sfand lease rates ranging from $21.50-$25.00/sf. The entire 11th floorwasleased to one tenant who went out of business. This space accounts for 15,000 sf. 4 407 Lincoln 101,040 524- Full Servo N/A 3 Yr. 5% Negotiable Municip. 96% Road 528 Plus in rear Comments: This is an older building which is one of few high-rise buildings in South Beach. This is an average class CoB building due to age, design and physical condition. The property is located on the NWC of Washington Ave. and Lincoln Rd. To better understand the upper end of the Miami Beach office market, the appraisers surveyed two (2) additional, nearby buildings. It should be noted though, that these are not considered comparable to the subject space. 555 Washington Avenue is a new, class "A" building located south of the subject. Total building area is 70,000 square feet, of which 48,000 square feet is office. Current office rents are quoted at $28.00 to $32.00 per square foot, net of electric. 404 Washington Avenue is a 58,794 square foot building located at Washington Avenue and 5th Street. Current occupancy is 98% with 1,700 square feet available on the ground floor. Current rents are quoted at $30.00 per square foot, full service. Jose Damien ~ovember12,2002 Page Four Opinions and Conclusions With the exception of Comparable No.1, all of the comparable properties quoted rents on a full service basis. Comparable ~o. 1 was adjusted upward approximately $2.00 per square foot ($1.50/s.f - electric; $.60/sf - janitorial) to reflect a full service rate of$22.00 per square foot. Thus, market rents range from $20.00 to $28.00 per square foot, full service. After adjusting the individual case studies for size, location, physical design/quality and amenities, the appraisers concluded the market rent for the subject space falls within $20.00 to $22.00 per square foot, full service. If you have any questions or comments, please contact the undersigned. Thank you for the opportunity to be of service. Our Certification and Limiting Conditions follow. Respectfully submitted, Integra Realty Resources AREEAlSouth Florida ~l}~l~ .. __n._. - '" AS.- Commercial Division Director State Certified General Appraiser Certificate No. RZ-0000764 R:\DA T A \COMMDEP1\6949\6949.RPT.doc Jose Damien City of Miami Beach November 12,2002 ASSUMPTIONS AND LIMITING CONDITIONS In conducting this appraisal, we have assumed, except as otherwise noted in our report, as follows: 1. There are no existing judgments or pending or threatened litigation that could affect the value of the property. 2. There are no hidden or undisclosed conditions of the land or the improvements that would render the property more or less valuable. Furthermore, there is no asbestos in the property. 3. The property is in compliance with all applicable building, environmental, zoning, and other federal, state and local laws, regulations and codes. Our Market Rent Survey is subject to the following limiting conditions, except as otherwise noted in our report. 1. IRR-AREEA was not provided with a current lease and, thus, only took into consideration the information which was provided by the client. 2. IRR-AREEA's analysis is inherently subjective and represents our opinion as to the rent of the property analyzed. 3. The conclusions stated in our Rent Survey apply only as of the effective date of the Survey, and no representation is made as to the affect of subsequent events. 4. No changes in any federal, state or local laws, regulations or codes (including, without limitation, the Internal Revenue Code) are anticipated. 5. No environmental impact studies were either requested or made in conjunction with this Rent Survey, and we reserve the right to revise or rescind any of the value opinions based upon any subsequent environmental impact studies. If any environmental impact statement is required by law, the survey assumes that such statement will be favorable and will be approved by the appropriate regulatory bodies. 6. IRR-AREEA is not required to give testimony or to be in attendance in court or any government or other hearing with reference to the property without written contractual arrangements having been made relative to such additional employment. 7. IRR-AREEA has made no survey of the property and assume no responsibility in connections with such matters. Any sketch or survey of the property included in this report is for illustrative purposes only and should not be considered to be scaled accurately for size. The Rent Survey . covers the property as described in this report, and the areas and dimensions set forth are assumed to be correct. 8. IRR-AREEA accepts no responsibility for considerations requiring expertise in other fields. Such considerations include, but are not limited to, legal descriptions and other legal matters, geologic considerations, such as soils and seismic stability, and civil, mechanical, electrical, structural and other engineering and environmental matters. 9. Neither all nor any part of the contents of this report (especially any conclusions as to market rent, the identity of the appraisers, or any reference to the Appraisal Institute) shall be disseminated through advertising media, public relations media, news media or any other means of communication (including without limitation prospectuses, private offering memoranda and other offering material provided to prospective investors) without the prior written consent of the appraisers. Jose Damien City of Miami Beach November 12,2002 CERTIFICATION We certify that, to the best of our knowledge and belief: 1. The statements of fact contained in this report are believed true and correct. 2. The reported analyses, opinions, and conclusions are limited/restricted only by the reported assumptions and limiting conditions, and are our personal, impartial, and unbiased professional analyses, opinions and conclusions. 3. IRR-AREEA has no present or prospective interest in the property that is the subject of this report, and we have no personal interest with respect to the parties involved. 4. IRR-AREEA has no bias with respect to the property that is the subject of this report or the parties involved with this assignment. 5. IRR-AREEA's engagement in this assignment was not contingent upon developing or reporting prede-termined results. 6. IRR-AREEA's compensation for completing this assignment is not contingent upon the development or reporting of a predetermined conclusion or direction in market rent that favors the cause of the client, the amount of the value opinion, the attainment of a stipulated result, or the occurrence of a subsequent event directly related to the intended use of this Market Rent Survey. 7. IRR-AREEA's analyses, opinions, and conclusions have been developed, and this report has been prepared, in compliance with the requirements of the Code of Professional Ethics and Standards of Professional Appraisal Practice of the Appraisal Institute, in conformity with the Uniform Standards of Professional Appraisal Practice (USP AP) as promulgated by the Appraisal Standards Board of the Appraisal Foundation, and in accordance with the appraisal-related mandates within Title XI of the Federal Financial Institutions Reform, Recovery, and Enforcement Act of 1989 (FIRREA). 8. Jose E. Valera, ASA and Chris Librizzi have personally made an inspection of the property that is the subject of this report on February 12,2002. 9. Jose E. Valera, ASA and/or Chris Librizzi has provided significant professional assistance to the persons signing this report. 10. IRR-AREEA has not relied on unsupported conclusions relating to characteristics such as race, color, religion, national origin, gender, marital status, family status, age, receipt of public assistance income, handicap, or an unsupported conclusion that homogeneity of such characteristics is necessary to maximize value. 11. IRR-AREEA has extensive experience in evaluating properties similar to the subject and are in compliance with the Competency Rule of US PAP. 12. The use of this report to the requirements of the Appraisal Institute relating to review by its duly authorized representatives. 13. As of the date of this appraisal, Jose E.Valera has completed the requirements of the continuing education program of the American Soeiety of Appraisers. City Hall, Sixth Floor, 1130 Washington Ave., Miami Bch., FL Washington Ave. Looking North View of Subject Building From Southbound Washington Ave. Ground Floor Lobby Integra/AREEA South Florida Washington Ave. Looking North Overall View of Base of Subject Building From Washington Ave. Looking Wesyt Ground Floor Lobby _..- .,~ ~.~-~'- .~--: .,,~,.:...;...,-.. .< "~'" ',"',--^ ~ View of Subject Building From Northbound Washington Ave. View of Subject Building Looking Northwest Sixth Floor Hallway Photos taken 11/12/02 City Hall, Sixth Floor, 1130 Washington Ave., Miami Bch., FL Sixth Floor Hallway Subject Interior Reception Area ! I I l'~ ~ ~",' , , , - ~ ...... Representative View of Subject Interior Representative View of Subject Interior Representative View of Subject Interior Representative View of Subject Interior Integra/AREEA South Florida Photos taken 11/12/02 Rent Comparable No. 1 555 Washington Ave. Inte9ra/AREEA South Florida Rent Comparables Rent Comparable No.2 "'~"i'".k~ 404 Washington Ave. Rent Comparable NO.4 Photos taken 11/12/02 INTEGRA Reeky '.rou"., AREEA/SOUTH FLORIDA INTEGRA REALTY RESOURCES AREEAlSOUTH FLORIDA Integra Realty Resources-AREEAlSouth Florida, formerly known as Appraisal and Real Estate Economics Associates, Inc. (AREEA), which was established in 1973. The South Florida office specializes in all facets of real estate analysis, including real estate consulting; appraisals; market research; market/marketability studies; feasibility studies; investment analysis; and ad valorem assessment valuations covering residential, commercial and all types of real estate. As of August 1, 1999, AREEA became part of Integra Realty Resources, a national real estate valuation and consulting firm with 52 regional valuation and consulting firms in 30 states [visit our website at www.irr.com]. AREEA Assessment Consultants, Inc. is an ad valorem assessment consulting firm specializing in all areas of property taxation and property tax adjustment appeals for real and personal property. Additionally, this firm has been certified as a Minority and Women-Owned Business (MWOB). AREEA Investment Advisory & Management Services, Inc. formerly served as an investment advisor to a foreign entity which owned commercial real estate located throughout the United States. This firm currently provides real estate advisory services relating to property and construction management, leasing, and sales of commercial real estate [visit our website at www.areea.com]. The professional and support staff of AREEA provides professional consulting and technical services for its broad based clientele. IRR-AREEA publishes "THE AREEA REPORT FOR SOUTH FLORIDA", a quarterly real estate economic report covering 28 categories of real estate, which has become the foremost publication of real estate activity utilized by investors, financial institutions, developers, appraisers, analysts, and governmental agencies in understanding the dynamics of the real estate market in Miami-Dade, Broward, and Palm Beach Counties. Rev. 05/02 LOCAL EXPERTISE...NATIONALLY 9400 S. Oadeland Blvd. . Penthouse One . Miami. Florida 33156-2817 Phone: 305-670-0001 . Commercial Fax: 305-670-2276 . Residential Fax: 305-670-2275 . Email: miami@irr.com NTEGRA Realty Resources NATIONAL CORPORATE PROFILE In the field of real estate valuation and counseling, Integra Realty Resources offers a unique combination of localized services and national resources. Integra's 52 offices comprise the nation's largest independent firm focusing solely on real estate valuation and consulting, offering the broadest range of services and most extensive coverage of any valuation and counseling firm in the United States. In the area of valuation and real estate counseling, IRR professionals have the knowledge and resources to provide fast, accurate and objective solutions. Through the power of an extensive database, we offer a unique perspective that comes from evaluating both local conditions and national trends. Integra's services include: Property valuations of all types Market and feasibility studies Highest and best use analysis Due diligence studies Property tax counseling Land use studies Machinery & equipment valuation Buy/sell decisions Condemnation Farmland and open space valuation Corridor and pipeline valuation Portfolio valuations Expert testimony and litigation support Valuation Management Investment counseling Business valuation Arbitration Contaminated/stigmatized properties Easement valuations Fractional interests valuation Company stock valuation Integra Realty Resources' annual publication, .Viewpoinf, is the single best resource for tracking the latest trends in commercial real estate. This publication provides detailed economic and market data and analysis to assist commercial real estate investors, lenders and developers in determining investment objectives for various property types in more than 40 markets nationwide. Corporate Office 3 Park Avenue, 39'" Floor, New York, NY 10016-5902 PH: (212) 255-7858 FX: (646) 424-1869 Email: integra@irr.com South Florida Office 9400 S. Dadeland Blvd., Miami, FL 33156-2187 PH: (305) 670-0001 FX: (305) 670-2276 Email: info@areea.com Rev. 05102 EXPERIENCE: PROFESSIONAL ACTIVITIES: EDUCATION: QUALIFIED BEFORE COURTS AND ADMINISTRATIVE BODIES: PROFESSIONAL QUALIFICATIONS OF JOSE E. VALERA, ASA Commercial Division Director Integra Realty Resources - AREEAlSouth Florida, formerly known as Appraisal and Real Estate Economics Associates, IncJAREEA. Affiliated with the firm since 1989. Engaged in the Real Estate profession since 1970, primarily in the areas of valuation, consulting, acquisitions, management and syndication of income-producing properties for private investors and public limited partnerships. Recent assignments have included valuation and appraisal of numerous types of real estate including: Office Buildings Rental Apt Complexes Planned Unit Developments Shopping Centers Warehouse/Industrial Properties Residential & Condo Properties Vacant Land Hotels/Motels Mixed Use Developments Designation: Accredited Sr. Appraiser, American Society of Appraisers (ASA) Member: American Society of Appraisers, Director and Past President of the Greater Miami Chapter Florida Planning & Zoning Association - Director and Past President of the South Florida Chapter Licensed: State of Florida Real Estate Broker, Lic. #BK-0302639 State of Florida C~rtified General Appraiser Certificate No. RZ-0000764 Graduated from Boston University, Boston, Mass. with a Bachelor of Science Degree: Major in Management Engineering. Completed course work toward the MBA Degree with a major in International Business, Boston University, Boston, Mass. Additional graduate work in Finance and Investments at New York University and the University of Illinois. Mortgage Banking Certificate from the University of Miami. Successfully completed the educational requirements of the American Society of Appraisers for the ASA Designation and the State of Florida for the Certified General Appraiser's License. Additionally, completed numerous real estate related courses and seminars sponsored by the Appraisal institute, the American Society of Appraisers, the Lincoln Graduate Center and the National Society of Fee Appraisers. Qualified as an expert witness on matters of property valuation before the United States Bankruptcy Court, and the Eleventh Circuit Court in Dade County. Rev. 1/02 EXPERIENCE: PROFESSIONAL ACTIVITIES: EDUCATION: PROFESSIONAL QUALIFICATIONS OF . CHRISTOPHER LIBRIZZI . Real Estate Appraiser and Market Research Analyst for the Commercial Division of Integra Realty Resources - AREEAlSouth Florida, formerly known as Appraisal and Real Estate Economics Associates, Inc., since July, 1991. Actively engaged in field V'ork and in-house research, consisting of gathering data and analyzing subject comparable sales which are being evaluated. Has prepared appraisals to include offices, warehouses, apartment buildings, shopping centers, and a variety of other commercial properties. Has also assisted in the preparation of a number of marketability, feasibility, and fair market rent studies. Licenses: State of Florida Registered Assistant Appraiser Certificate No. RI-0003608 Graduated from Valencia Community College in 1983 with an Associate Arts Degree. Graduated with a Bachelor of Science Degree from Florida State University in 1985. Completed numerous real estate cours~s and/or seminars sponsored by the Appraisal Institute, accredited universities and others. Rev. 1/02 PARTIAL LIST OF AREEA CLIENTELE Appraisals/Market Studies/Consultations for MaJor Firms and Government Aaencles: Allegis Realty Investors (Aetna) American Arbitration Association American Bankers Insurance Group (ABIG) American Bankers Life Assurance Co. American Heart Association American Maritime Officers America's MoneyLine American Petrofina Amoco Oil Company, U.S.A. AmSouth Bank Amtrust Bank Anderson, Moss, Russo & Cohen Arnold & Porter (Washington D.C.) Arrowhead Properties Corporation Arvida/JMB Partners, L.P. Arvida, a St. Joe Company Associates Relocation Management Avatar Development Corporation BancBoston Banco Cafetero Intemational Banco Popular Banco Sabadell, S.A. Bank Atlantic Bank of America Bank of New York Bankers Savings Bank Bankers Trust Mortgage Corporation Bankers Trust, NY Bankers Life & Casualty Co.lChicago Bankers Savings Bank Bankunited, F.S.B. Beach Bank Bedel, Dittmar, DeVault & Pillans Beilley Pozzuoli, P.A. Beinstock & Clark Bell Tell Federal Credit Union Boston Company BrickellBanc (FDIC) Broad & Cassel Brookman Fels Development Corp. Broward County Property Appraisal Adjustment Board Eckert Seamans Eastern National Bank EDS Relocation Services Emigrant Mortgage Company Empire of America Relocation Equitable Life Assurance Society Broward County School Board Budget Rent-a-Car Builders Association of South Florida Burger King Corporation Capitallntemational Caribank (FDIC) Central Bank Centro Campesino Charter Bank Charter Title Company Chase Home Mortgage Chase Manhattan Bank, N.A. Chase Manhattan Personal Financial Cherin & Mellott Chevron U.S.A., Inc. Citibank, F.S.B. Citibank, N.A. City National Bank Coca Cola Bottling Co. of Miami Coconut Grove Bank Coldwell Banker Relocation Mgmt. Servo Colonial Bank Colonial Mortgage Company Colonial Savings Combank Mortgage Company Commonwealth Land Title Ins. Co. Community Bank of Homestead Consolidated Bank Constructa U.S., Inc. Continental Illinois Bank, N.A. Corporate Relocation Management Dade County Manager's Office Dade County School Board Deutsche Bank Disney, Walt Corporation Doral Corporation Dow Chemical Company Dreyfus Consumer Bank Equitable Mortgage Resources Equitable Relocation Equity Mortgage Corporation Espirito Santo Bank of Florida Executive National Bank PARTIAL LIST OF AREEA CLIENTELE (Continued) Appraisals/Market Studies/Consultations for MaJor Firms and Government Aaencies: lntemationallnvestors Mortgage Investors Mortgage Insurance Co. (IMIC) F & R Builders Fannie Mae Farm Stores, Inc. Federal Asset Disposition Assoc. (FADA) Federal Bureau of Investigation (FBI) Federal Deposit Insurance Corp.(FDIC) Federal Home Loan Bank Board (FHLBB) Federal National Mtg. Assoc. (FNMA) Federal Reserve Bank Atlanta Fininvest American ~orporation First Citizens Bank - Trust Dept. First Miami Funding First National Bank of Chicago First Republic Bank (Dallas) First Savings Corporation (Chicago) First Union National Bank Fleet Bank Florida Dept. of Transportation (DOT) Florida Fair Housing Fi~rida Mortgage Underwriters Florida Power & Light Company Florida State Comptroller's Office Fort Lauderdale, City of Freddie Mac J.1. Kislak Mortgage Corporation Johnstown Properties, Inc. Karon, Savaris & Horn Kelly, Drye & Warren (Smathers& Thompson) Kenny, Nachwalter & Seymour Laredo National Bank Lenders Appraisal Services Lennar Corporation Lloyd's Bank lntemational Lowenthal, Landau, Fisher of New York General Electric Credit Corporation G.E. Capital Mortgage Insurance G.E. Mortgage Corporation General Tire and Rubber Company Gibraltar Bank, FSB. Greenberg, Traurig, et al Greyhound Rent-a-Car Gulf Bank Gulf Oil Company Holiday Inn Home Financing Center Home Equity Relocation HFS Mobility Services Homequity Hyatt Corporation Manufacturers Hanover Financial Corp. Mellon United National Banks Marriott Corporation Merrill Lynch Relocation Metro Bank of Dade County Metro-Dade County Metro-Dade Water & Sewer Authority Miami Beach Development Corp. Miami Christian College Miami, City of Dept. Off-Street Parking Miami Beach, City of Miami Herald Publishing Company Mobil Oil Corporation Mortgage Guaranty Insurance Co. (MGIC) Murdock Savings Bank Mutual Benefit Life (M.B.L.) Mutual of America Nassauvian, Ltd. National Title Northem Trust Bank of Florida Imperial Bank Intercontinental Bank Intercredit Bank, N.A. Internal Revenue Service (IRS) International Business Machines (IBM) Ocean Bank OceanMark Bank Ocean Reef Club Office of Thrift Supervision (OTS) Ohio Savings Bank Olympia and York, Inc. (Canada) Oriole Homes, Inc. PMI Mortgage Insurance Company Palm Beach County Assessor's Office PARTIAL LIST OF AREEA CLIENTELE (Continued) AppralsalsfMarket StudlesfConsultatlons for Malor Firms and Government Auencles: Pan American Bank Pan American Mortgage Peoples First National Bank Pillsbury, Madison and Sutro Pinellas County Assessor's Office Popular Bank of Florida Pctamkin Companies Prudential Home Mortgage Corporation Prudential Relocation Management UniBank Union Oil Company United Guarantee Universal American Mortgage Universal National Bank U.S. Justice Department U.S. Small Business Administration U.S. Trust Related Companies of Florida ReloAction Relocation Funding of America Relocation Resources, Inc. RElMAX Int'I Relocation Republic Intemational of New York+ Republic Mortgage Republic National Bank of Dallas Republic Security Bank Residential Funding Corporation Resolution Trust Corporation (RTC) Runzheimer and Company, Inc. Washington Mutual Bank Weitzer Group Wometco Enterprises SafraBank Shell Oil Company Simon DeBartolo Group Skylake State Bank Small Business Administration (SBA) Southeast Bankers Mortgage Southern Gulf Utilities South Trust Banks Steel, Hector, Davis Storer Communications, Inc. Stroock, Stroock & Lavan SunTrustlMiami, N.A. Texaco U.S.A., Inc. Ticor Mortgage Insurance Corporation TransAmerica Corporation Travelers Relocation Turnberry Bank Turnberry Corporation Trust for Public Land Rev. 512001 lti. ,'.i~~f"JAMIBeACH .... . ~'" NOTICE OF APU8UC HEARING NOTICEJ$,If~RE~Y gWun tl1ai~.~c:~~,~bythe CornmIS8iOI't!)Ithe City 01 MiamlBellch,lntl'le<;OI1l~~ Ch 3rd lIoO\'.c;:!tYHaIl. 1700 Coi)yenllor\Certl8t~,;MlamlBeach, . on~, "'1lU8I'Y 8,2003 at 11:30.l.JI!;, to f.1UJ'publlc regIIl'dlnQ .'.~ 1e1lS!J~~1he Otty of Miami and Ja!lqIJEl8 AilgerOelllgJJAsel~ates, Inc"lor use of appro ..' 1585 sqlIa,.;~.~CIty~olfk;e space on the 6th floor of HlItOI'Ie. CltyHaIl.~~1130.W~gton Avenue, Miami Beach, Florida,lllta three ~r~;CommenClng on May 1, 2003, and ending on April ao.... 2006; arid further waWu, by 5171hs vole, Ihe competillve ~, . .. .". requirement; es required by !;!ection 82-39 01 the Miami Beach City ~. .~, . finding such waiver to be In the best Interest of the City. . >':;'51; INQUIRIES may be directed to lhe Asset Management at (305~ 67~t: \&th ALL INTERESTED PARTIES are Invited to appear at this hearl.,.,'-.' represented bY an agent, or 10 express their views In wrltlng addresllllllf the City Commission, c/o the City Clerk, 1700 Convention Center. - 1st Floor, City Hall, Miami BeaCh, Florida 33139. This ~I'IQ . continued and under such clrcumstencas addltionall~ notlC!l be provided. . Robert E. Parcher, - City Clerk City of Miami Beach Pursuant to Section 286.0105, Fla. Stat., the City hereby acMMf' public Ihal: if a person decides to appeal any decision made by u.' Commission with respect to any matter considered at Its meeting hearing, such person must ensure that a verbatim record of proceedings Is made, which record Includes the testimony and upon which the appeal Is to be based. This notice does not co consent by the City tor the Inlroductlon or admission of 0 Inadmissable or irrelevant evidence, nor does It authorize challllngllili. appeals not olherwlse allowed by law. .,-" In acco/danCe wtth the Amertcan& wtth DisabIlItIe8 Act 011990. pelllOllS needing .~I~t. accommodallon \0 ~18 In lhllproceedlng I/IQuld conI8Ct the CIIy Clerk'I......~, laterth8ntourday8pf1or\otheP~.1llIephone(305)673-741t lor . ....... ~ Irnpair!ld. telephone the FIarida Relay !lefvlcOl1lUll1bel8, (600) 95M771 CITY OF MIAMI BEACH Office of the City Manager Interoffice Memorandum m To: Robert Parcher City Clerk From: ,o\'se Damien f~~set Manager Subject: Amended Appraisal, Jaques Auger Design (Historic City Hall, 6th Fir) Item R7-B, City Commission Meeting of January 8,2003 Date: January 10, 2003 As requested, attached please find the above referenced item, as re-submitted by Integra Realty Resources AREEA/South Florida. Please note that this document reflects a change on Page Three, Item No.3, Column entitled "Location", which read 1680 Meridian Avenue (on the originally submitted appraisal report) and now reads 1680 Michigan Avenue (on the re-submitted appraisal report). c: Mayor and City Commission (w/o attachment) Jorge Gonzalez, City Manager (w/o attachment) Christina Cuervo, Assistant City Manager (w/o attachment) .:-:, ~} G):' \ "".,.,'" 0) S?\ ~~s (:) --n o c.) rn I~q~t.::I~Re~~~t~ LOCAL EXPERTISE.. T IWtllJ11A1 P, ,2. o()3 .I T l::-11A f. 78 6THFLOOR OFFICE SPACE mSTORIC CITY HALL 1130 Washington Avenue Miami Dade County Miami Beach, Florida 33139 PREPARED FOR: Jose Damien, Asset Manager City of Miami Beach 1700 Convention Center Drive Miami Beach, Florida 33139 EFFECfIVE DATE OF THE SURVEY: November 12, 2002 INTEGRA REALTY RESOURCES, - MIAMI FILE NUMBER 02-6950 r r INTEGRA Re.ltyReso"<Ce' r r r r r r r i r r r r r , r r r ~ r AREEA/SOUTH FLORIDA November 12, 2002 Jose Damien, Asset Manager City of Miami Beach 1700 Convention Center Drive Miami Beach; Florida 33139 Re: IRR-AREEA File No. 02-6950 Market Rent of 1130 Washington Street (6th Floor Office Space) Historic City Hall Miami Beach, Florida 33139 Dear Mr. Damian: Pursuant to your request, we have estimated the current market rent for the property referenced above. Market rent (sometimes used as a synonym for economic rent or fair rental value) is defmed as 'The rental income that a property would most probably command in the open market; indicated by the current rents paid and asked for comparable space as of the date of the appraisal". (Appraisal Institute, The Dictionary of Real Estate Appraisal, ThirdEdition, Chicago, illinois, I993,p. 221) In accordance with your guidelines, the results of our analysis are being presented to you in letter or restricted use form. The data is being retained in our files. It should be noted that, the user or reader of this report could not understand how we arrived at our conclusions without access to our file, which is restricted to the client only. Descriotion of the Area Miami Beach is a 7.1 mile long island that separates Biscayne Bay from the Atlantic Ocean. Miami Beach is somewhat subdivided into three geographical areas: South Beach, Middle Beach and North Beach. The subject is located within the South Beach submarket, which runs from the southern tip of Miami Beach north to 22nd Street. The area has been through tremendous positive changes over the past 10 years. The .South Beach Renaissance" is based on preserving it's historic ambiance through the revitalization of the Art Deco Historic District South Beach is known primarily for restaurants and upscale shopping along Ocean Drive, Washington Avenue and Lincoln Road. In addition, there are a number ofluxury condominium projects to include n Villaggio, Portofino/Murano, and Continuum's South Pointe project. LOCAL EXPERTISE...NATIONALLY 9400 S. Dadeland Blvd. . Penthouse One . Miami, Florida 33156-2817 Phone: 305-670-0001 . Commercial Fax: 305-670-2276 . Residential Fax: 305-670-2275 . Email: miami@irr.com r r r r r Jose Damien November 12,2002 Page Two Descriotion ofthe Area (Cont'd.) r The subj ect property's neighborhood contains a variety of residential and commercial land uses. The area along Ocean Drive and Collins Avenue is in the revitalization stage ofits neighborhood life cycle, with numerous properties substantially renovated in the late 1980's and 1990's. The South Beach area has been significantly improved and currently draws tourists from allover the world. .... I r Due to the redevelopment efforts and tremendous growth, Ocean Drive, Collins Avenue and W ashington Avenue are now lined with hotels, restaurants, cafes and/or small shops and is drawing worldwide attention, resulting in improving property values in the area. The subject neighborhood continues to be redeveloped, with in-fill developments based upon market demands. r r r r The subject property's neighborhood has generally adequate access. Collins Avenue, which runs through the subject's neighborhood, is a major north/south arterial, forming a part of State Road A-l- A. Several causeways, including MacArthur, Venetian and Julia Tuttle (Interstate 195) Causeways, connect Miami Beach to the mainland and provide access to Downtown Miami, as well as a network of expressways including Interstate 95 and the Dolphin Expressway (State Road 836). These roadways, in conjunc-tion with local roadways, provide adequate access to the subject neighborhood. r I Descriotion of the Prooertv r , Historic City Hall is a 7 -story office building located on the City of Miami Beach Police Department campus. The property is located along the west side of Washington Avenue at 12th Street Due to the tower-like design of the building, exposure to north and southbound Washington Avenue is considered very good. Parking for the property is via a municipal parking lot to the west. The subject space is located on the 6th floor with ocean views to the east and totals 1,585 square feet. The space is built out as general office with drywall partitions, decorative concrete flooring and acoustical ceiling tile. The floor plan is conducive to a variety of general office uses. r ~ n ~ [ ~=:Qtllk r r r r r Jose Damien November 12, 2002 Page Three r- I Current Lease Jaques Auger Design Associates, Inc. is in the last year of a seven-year lease. The current lease rate is $14.76 per square foot plus $.68 in CAM for a full service lease rate of$15.44 per square foot. Comparable Rent Analvsis r r , r Size! Lease SF RateJ Lease SF T e Terms Escal. 1 1205 Washington 12000 $20 Gross 3 Yr. Avenue' Janit. Plus Comments: This property is located on the NEC of Washington Ave. and 12 St. The space is 12,000 sf of contiguous office build out above retail. 2 930 Washington Full Servo N/A $50/SpaceJ 100% Avenue Yrs. Month Comments: The ground floor is leased to Bank of America while the top 2 floors are owner-occupied. The only space available for other tenants is under 1,500 sf. Location Tenant ImpJ Conces. Parking Occup No. 5%. N/A N/A Vac. r- I r ! 3 1680 Michigan Avenue 82,154 $22- $25 N/A 1 Yr. Plus 3%- 5% 164 Spaces $75/SpaceJ Month r Full Servo 73% r- I 4 96% r r r To better understand the upper end of the Miami Beach office market, the appraisers surveyed two (2) additional, nearby buildings. It should be noted though, that these are not considered comparable to the subject space. r , 555 Washington Avenue is a new, class "A" building located south of the subject. Total building area is 70,000 square feet, of which 48,000 square feet is office. Current office rents are quoted at $28.00 to $32.00 per square foot, net of electric. 404 Washington Avenue is a 58,794 square foot building located at Washington Avenue and 5th Street. Current occupancy is 98% with 1,700 square feet available on the ground floor. Current rents are quoted at $30.00 per square foot, full service. r r ml~~ ~\iilll1[l'Iildlll r r r r r Jose Damien November 12,2002 Page Four ODinions and Conclusions r With the exception of Comparable No.1, all of the comparable properties quoted rents on a full service basis. Comparable No.1 was adjusted upward approximately $2.00 per square foot ($1.50/s.f - electric; $.60/sf - janitorial) to reflect a full service rate of$22.00 per square foot. Thus, market rents range from $20.00 to $28.00 per square foot, full service. ~ ,.. After adjusting the individual case studies for size, location, physical design/quality and amenities, the appraisers concluded the market rent for the subject space falls within $20.00 to $22.00 per square foot, full service. r r r r If you have any questions or comments, please contact the undersigned. Thank you for the opportunity to be of service. Our Certification and Limiting Conditions follow. Respectfully submitted, v o cial Division Director State Certified General Appraiser Certificate No. RZ-0000764 C r i r r r r r r R:\DAT A\COMMDEP1\6949\6949.RPT.doc &~~ ~)I1Iltla. r r r Jose Damien City of Miami Beach November 12, 2002 ASSUMPTIONS AND LIMITING CONDITIONS r ! In conducting this appraisal, we have assumed, except as otherwise noted in our report, as follows: r- I 1. There are no existing judgments or pending or threatened litigation that could affect the value of the property. 2. There are no hidden or undisclosed conditions of the land or the improvements that would render the property more or less valuable. Furthermore, there is no asbestos in the property. 3. The property is in compliance with all applicable building, environmental, zoning, and other federal, state and local laws, regulations and codes. Our Market Rent Survey is subject to the following limiting conditions, except as otherwise noted in our report. 1. IRR-AREEA was not provided with a current lease and, thus, only took into consideration the information which was provided by the client. 2. IRR-AREEA's analysis is inherently subjective and represents our opinion as to the rent of the property analyzed. 3. The conclusions stated in our Rent Survey apply only as of the effective date of the Survey, and no representation is made as to the affect of subsequent events. 4. No changes in any federal, state or local laws, regulations or codes (including, without limitation, the Internal Revenue Code) are anticipated. 5. No environmental impact studies were either requested or made in conjunction with this Rent Survey, and we reserve the right to revise or rescind any of the value opinions based upon any subsequent environmental impact studies. If any environmental impact statement is required by law, the survey assumes that such statement will be favorable and will be approved by the appropriate regulatory bodies. 6. IRR -AREEA is not required to give testimony or to be in attendance in court or any government or other hearing with reference to the property without written contractual arrangements having been made relative to such additional employment. 7. IRR-AREEA has made no survey of the property and assume no responsibility in connections with such matters. Any sketch or survey of the property included in this report is for illustrative purposes only and should not be considered to be scaled accurately for size. The Rent Survey covers the property as described in this report, and the areas and dimensions set forth are assumed to be correct. 8. IRR-AREEA accepts no responsibility for considerations requiring expertise in other fields. Such considerations include, but are not limited to, legal descriptions and other legal matters, geologic considerations, such as soils and seismic stability, and civil, mechanical, electrical, structural and other engineering and environmental matters. 9. Neither all nor any part of the contents of this report (especially any conclusions as to market rent, the identity of the appraisers, or any reference to the Appraisal Institute) shall be disseminated through advertising media, public relations media, news media or any other means of communication (including without limitation prospectuses, private offering memoranda and other offering material provided to prospective investors) without the prior written consent of the appraisers. r r r r r r i r r r r . r r I r r &~ An!:iV$tlQlk~ r r r r Jose Damien City of Miami Beach November 12,2002 CERTIFICATION r ! We certify that, to the best of our knowledge and belief: 1. The statements of fact contained in this report are believed true and correct. 2. The reported analyses, opinions, and conclusions are limited/restricted only by the reported assumptions and limiting conditions, and are our personal, impartial, and unbiased professional analyses, opinions and conclusions. 3. IRR-AREEA has no present or prospective interest in the property that is the subject of this report, and we have no personal interest with respect to the parties involved. 4. IRR-AREEA has no bias with respect to the property that is the subject of this report or the parties involved with this assignment. 5. IRR-AREEA's engagement in this assignment was not contingent upon developing or reporting prede-termined results. 6. IRR-AREEA's compensation for completing this assignment is not contingent upon the development or reporting of a predetermined conclusion or direction in market rent that favors the cause of the client, the amount of the value opinion, the attainment of a stipulated result, or the occurrence of a subsequent event directly related to the intended use of this Market Rent Survey. 7. IRR-AREEA's analyses, opinions, and conclusions have been developed, and this report has been prepared, in compliance with the requirements of the Code of Professional Ethics and Standards of Professional Appraisal Practice of the Appraisal Institute, in conformity with the Uniform Standards of Professional Appraisal Practice (USP AP) as promulgated by the Appraisal Standards Board of the Appraisal Foundation, and in accordance with the appraisal-related mandates within Title XI of the Federal Finaneial Institutions Reform, Recovery, and Enforcement Act of 1989 (FIRREA). 8. Jose E. Valera, ASA and Chris Librizzi have personally made an inspection of the property that is the subject of this report on February 12,2002. 9. Jose E. Valera, ASA and/or Chris Librizzi has provided significant professional assistance to the persons signing this report. 10. IRR-AREEA has not relied on unsupported conclusions relating to characteristics such as race, color, religion, national origin, gender, marital status, family status, age, receipt of public assistance income, handicap, or an unsupported conclusion that homogeneity of such characteristics is necessary to maximize value. 11. IRR-AREEA has extensive experience in evaluating properties similar to the subject and are in compliance with the Competency Rule of US PAP. 12. The use of this report to the requirements of the Appraisal Institute relating to review by its duly authorized representatives. 13. As of the date of this appraisal, Jose E. Valera has completed the requirements of the continuing education program of the American Society of Appraisers. r I . r I r r r I r ! r r r r r r r JBl~ ~N~~ r City Hall, Sixth Floor, 1130 Washington Ave., Miami Bch., FL r. r- , i L r r I I \ f ,r If r I r- r I l r View of Subject Building From Southbound Washington Ave. r r r t . r . Ground Floor Lobby 'r c Integra/AREEA South Florida '~ Washington Ave. Looking North Overall View of Base of Subject Building From Washington Ave. Looking Wesyt View of Subject Building From Northbound Washington Ave. View of Subject Building Looking Northwest Ground Floor Lobby Sixth Floor Hallway Photos taken 11/12/0~ r City Hall, Sixth Floor, 1130 Washington Ave., Miami Bch., FL r r , r l I [ r '[ r Sixth Floor Hallway Subject Interior Reception Area Representative View of Subject Interior r I Representative View of Subject Interior r I , t Representative View of Subject Interior Representative View of Subject Interior r I I[ If r r I !f \ [; Integra/AREEA South Florida Photos taken 11/12/0: r ., r INTEGRA .ealty .e<o""., r r r ,... I r I , ,.... I r I r r r r. r r . r n r AREEA/SOUTH FLORIDA INTEGRA REAL TV RESOURCES AREEAlSOUTH FLORIDA Integra Realty Resources-AREEAlSouth Florida, formerly known as Appraisal and Real Estate Economics Associates, Inc. (AREEA), which was established in 1973. The South Florida office specializes in all facets of real estate analysis, including real estate consulting; appraisals; market research; market/marketability studies; feasibility studies; investment analysis; and ad valorem assessment valuations covering residential, commercial and all types of real estate. As of August 1, 1999, AREEA became part of Integra Realty Resources, a national real estate valuation and consulting firm wi~h 52 regional valuation and consulting firms in 30 states [visit our website at www.irr.com]. AREEA Assessment Consultants, Inc. is an ad valorem assessment consulting firm specializing in all areas of property taxation and property tax adjustment appeals for real and personal property. Additionally, this firm has been certified as a Minority and Women-Owned Business (MWOB). AREEA Investment Advisory & Management Services, Inc. formerly served as an investment advisor to a foreign entity which owned commercial real estate located throughout the United States. This firm currently provides real estate advisory services relating to property and construction management, leasing, and sales of commercial real estate [visit our website at www.areea.com]. The professional and support staff of AREEA provides professional consulting and technical services for its broad based clientele. IRR-AREEA publishes "THE AREEA REPORT FOR SOUTH FLORIDA", a quarterly real estate economic report covering 28 categories of real estate, which has become the foremost publication of real estate activity utilized by investors, financial institutions, developers, appraisers, analysts, and governmental agencies in understanding the dynamics of the real estate market in Miami-Dade, Broward, and Palm Beach Counties. Rev. 05102 LOCAL EXPERTI5E...NATIONALLY 94005. Dadeland Blvd. . Penthouse One. Miami. Florida 33156-2817 Phone: 305-670-0001 . Commercial Fax: 305-670-2276 . Residential Fax: 305-670-2275 . Email: miami@irr.com r t r i ~ r , r- ~ r- I r r l r r- r ~ I I ~ ..... ,... ! r r , r NTEGRA Realty Resources NATIONAL CORPORATE PROFILE In the field of real estate valuation and counseling, Integra Realty Resources offers a unique combination of localized services and national resources. Integra's 52 offices comprise the nation's largest independent firm focusing solely on real estate valuation and consulting, offering the broadest range of services and most extensive coverage of any valuation and counseling firm in the United States. In the area of valuation and real estate counseling, IRR professionals have the knowledge and resources to provide fast, accurate and objective solutions. Through the power of an extensive database, we offer a unique perspective that comes from evaluating both local conditions and national trends. Integra's services include: Property valuations of all types Market and feasibility studies Highest and best use analysis Due diligence studies Property tax counseling Land use studies Machinery & equipment valuation Buy/sell decisions Condemnation Farmland and open space valuation Corridor and pipeline valuation Portfolio valuations Expert testimony and litigation support Valuation Management Investment counseling Business valuation Arbitration Contaminated/stigmatized properties Easement valuations Fractional interests valuation Company stock valuation Integra Realty Resources' annual publication, .Viewpoinf, is the single best resource for tracking the latest trends in commercial real estate. This publication provides detailed economic and market data and analysis to assist commercial real estate investors, lenders and developers in determining investment objectives for various property types in more than 40 markets nationwide. Corporate Office 3 Park Avenue, 39th Floor, New York, NY 10016-5902 PH: (212) 255-7858 FX: (646) 424-1869 Email: integra@irr.com South Florida Office 9400 S. Dadeland Blvd., Miami, FL 33156-2187 PH: (305) 670-0001 FX: (305) 670-2276 Email: info@areea.com Rev. 05102 r r r r EXPERIENCE: ,.-. r I r- r r r r ( r QUALIFIED BEFORE COURTS AND ADMINISTRATIVE BODIES: r r PROFESSIONAL QUALIFICATIONS OF JOSE E. VALERA, ASA Commercial Division Director Integra Realty Resources - AREEAlSouth Florida, formerly known as Appraisal and Real Estate Economics Associates, IncJAREEA. Affiliated with the firm since 1989. Engaged in the Real Estate profession since 1970, primarily in the areas of valuation, consulting, acquisitions, management and syndication of income-producing properties for private investors and public limited partnerships. Recent assignments have included valuation and appraisal of numerous types of real estate including: Office Buildings Rental Apt Complexes Planned Unit Developments Vacant Land Hotels/Motels Mixed Use Developments Shopping Centers Warehouse/lndustrial Properties Residential & Condo Properties Designation: Accredited Sr. Appraiser, American Society of Appraisers (ASA) Member: American Society of Appraisers, Director and Past President of the Greater Miami Chapter Florida Planning & Zoning Association - Director and Past President of the South Florida Chapter Licensed: State of Florida Real Estate Broker, Lic. #BK-0302639 State of Florida Certified General Appraiser Certificate No. RZ-0000764 Graduated from Boston University, Boston, Mass. with a Bachelor of Science Degree: Major in Management Engineering. Completed course work toward the MBA Degree with a major in Intemational Business, Boston University, Boston, Mass. Additional graduate work in Finance and Investments at New York University and the University of Illinois. Mortgage Banking Certificate from the University of Miami. Successfully completed the educational requirements of the American Society of Appraisers for the ASA Designation and the State of Florida for the Certified General Appraiser's License. Additionally, completed numerous real estate related courses and seminars sponsored by the Appraisal institute, the American Society of Appraisers, the Lincoln Graduate Center and the National Society of Fee Appraisers. Qualified as an expert witness on matters of property valuation before the United States Bankruptcy Court, and the Eleventh Circuit Court in Dade County. Rev. 1/02 r r r r EXPERIENCE: .... r- , I r- I r r PROFESSIONAL ACTIVITIES: r EDUCATION: r r I r r r r r r PROFESSIONAL QUALIFICATIONS OF . CHRISTOPHER LIBRIZZI Real Estate Appraiser and Market Research Analyst for the Commercial Division of Integra Realty Resources - AREEAlSouth Florida, formerly known as Appraisal and Real Estate Economics Associates, Inc., since July, 1991. Actively engaged in field work and in-house research, consisting of gathering data and analyzing subject comparable sales which are being evaluated. Has prepared appraisals to include offices, warehouses, apartment buildings, shopping centers, and a variety of other commercial properties. Has also assisted in the preparation of a number of marketability, feasibility, and fair market rent studies. Licenses: State of Florida Registered Assistant Appraiser Certificate No. RI-0003608 Graduated from Valencia Community College in 1983 with an Associate Arts Degree. Graduated with a Bachelor of Science Degree from Florida State University in 1985. Completed numerous real estate courses and/or seminars sponsored by the Appraisal Institute, accredited universities and others. Rev. 1/02 r ! r PARTIAL LIST OF AREEA CLIENTELE r- Appraisals/Market Studies/Consultations for Major Firms and Government Aaencles: ~ AIIegis Realty Investors (Aetna) American Arbitration Association American Bankers Insurance Group (ABIG) American Bankers Life Assurance Co. American Heart Association American Maritime Officers America's MoneyLine American Petrofina Amoco Oil Company, U.S.A. AmSouth Bank Amtrust Bank Anderson, Moss, Russo & Cohen Amold & Porter (Washington D.C.) Arrowhead Properties Corporation ArvidalJMB Partners, L.P. Arvida, a St. Joe Company Associates Relocation Management Avatar Development Corporation BancBoston Banco Cafetero Intemational Banco Popular Banco Sabadell, S.A. Bank Atlantic Bank of America Bank of New York Bankers Savings Bank Bankers Trust Mortgage Corporation Bankers Trust, NY Bankers Life & Casualty Co.lChicago Bankers Savings Bank Bankunited, F.S.B. Beach Bank Bedel, Dittmar, DeVault & Pillans Beilley Pozzuoli, P.A. Beinstock & Clark Bell Tell Federal Credit Union Boston Company BrickellBanc (FDIC) Broad & Cassel Brookman Fels Development Corp. Broward County Property Appraisal Adjustment Board Eckert Seamans Eastern National Bank EDS Relocation Services Emigrant Mortgage Company Empire of America Relocation Equitable Life Assurance Society Broward County School Board Budget Rent-a-Car Builders Association of South Florida Burger King Corporation ~ ~ I I , ~ Capital International Caribank (FDIC) Central Bank Centro Campesino Charter Bank Charter Title Company Chase Home Mortgage Chase Manhattan Bank, N.A. Chase Manhattan Personal Financial Cherin & Mellott Chevron U.S.A., Inc. Citibank, F.S.B. Citibank, N.A. City National Bank Coca Cola Bottling Co. of Miami Coconut Grove Bank Coldwell Banker Relocation Mgmt. Servo Colonial Bank Colonial Mortgage Company Colonial Savings Combank Mortgage Company Commonwealth Land Title Ins. Co. Community Bank of Homestead Consolidated Bank Constructa U.S., Inc. Continental Illinois Bank, N.A. Corporate Relocation Management r ! r- ...... ...... ...... r- ...... Dade County Manager's Office Dade County School Board Deutsche Bank Disney, Walt Corporation Doral Corporation Dow Chemical Company Dreyfus Consumer Bank ~ r Equitable Mortgage Resources Equitable Relocation Equity Mortgage Corporation Espirito Santo Bank of Florida Executive National Bank r r r i r -- r- r- r -- .... r r r -- r i , r i r r -- , r t PARTIAL LIST OF AREEA CLIENTELE (Continued) Appraisals/Market Studies/Consultations for Major Firms and Government Aaencies: International Investors Mortgage Investors Mortgage Insurance Co. (IMIC) F & R Builders Fannie Mae Farm Stores, Inc. Federal Asset Disposition Assoc. (FADA) Federal Bureau of Investigation (FBI) Federal Deposit Insurance Corp.(FDIC) Federal Home Loan Bank Board (FHLBB) Federal National Mtg. Assoc. (FNMA) Federal Reserve Bank Atlanta Fininvest American€:orporation First Citizens Bank -Trust Dept. First Miami Funding First National Bank of Chicago First Republic Bank (Dallas) First Savings Corporation (Chicago) First Union National Bank Fleet Bank Florida Dept. of Transportation (DOT) Florida Fair Housing FiI.>rida Mortgage Underwriters Florida Power & Light Company Florida State Comptroller's Office Fort Lauderdale, City of Freddie Mac J.I. Kislak Mortgage Corporation Johnstown Properties, Inc. Karon, Savaris & Horn Kelly, Drye & Warren (Smathers& Thompson) Kenny, Nachwalter & Seymour Laredo National Bank Lenders Appraisal Services Lennar Corporation Lloyd's Bank Intemational Lowenthal, Landau, Fisher of New York Manufacturers Hanover Financial Corp. Mellon United National Banks Marriott Corporation Merrill Lynch Relocation Metro Bank of Dade County Metro-Dade County Metro-Dade Water & Sewer Authority Miami Beach Development Corp. Miami Christian College Miami, City of Dept. Off-Street Parking Miami Beach, City of Miami Herald Publishing Company Mobil Oil Corporation Mortgage Guaranty Insurance Co. (MGIC) Murdock Savings Bank Mutual Benefit Life (M.B.L.) Mutual of America General Electric Credit Corporation G.E. Capital Mortgage Insurance G.E. Mortgage Corporation General Tire and Rubber Company Gibraltar Bank, FSB' Greenberg, Traurig, et al Greyhound Rent-a-Car Gulf Bank Gulf Oil Company Holiday Inn Home Financing Center Home Equity Relocation HFS Mobility Services Homequity Hyatt Corporation Nassauvian, Ltd. National Title Northam Trust Bank of Florida Ocean Bank OceanMark Bank Ocean Reef Club Office of Thrift Supervision (OTS) Ohio Savings Bank Olympia and York, Inc. (Canada) Oriole Homes, Inc. Imperial Bank Intercontinental Bank Intercredit Bank, N.A. Intemal Revenue Service (IRS) Intemational Business Machines (IBM) PMI Mortgage Insurance Company Palm Beach County Assessor's Office ,... , r l ,... , r I I r r I r ! ,... r r r r ! ,... , , r r I ,... , r- ! r t r l PARTIAL LIST OF AREEA CLIENTELE (Continued) Appraisals/Market Studies/Consultations for Major Firms and Government Aaencies: Pan American Bank Pan American Mortgage Peoples First National Bank Pillsbury, Madison and Sutro Pinellas County Assessor's Office Popular Bank of Florida Pctamkin Companies Prudential Home Mortgage Corporation Prudential Relocation Management UniBank Union Oil Company United Guarantee Universal American Mortgage Universal National Bank U.S. Justice Department U.S. Small Business Administration U.S. Trust Related Companies of Florida ReloAction Relocation Funding of America Relocation Resources, Inc. RElMAX Int'l Relocation Republic International of New York+ Republic Mortgage Republic National Bank of Dallas Republic Security Bank Residential. Funding Corporation Resolution Trust Corporation (RTC) Runzheimer and Company. Inc. Washington Mutual Bank Weitzer Group Wometco Enterprises SafraBank Shell Oil Company Simon DeBartolo Group Skylake State Bank Small Business Administration (SBA) Southeast Bankers Mortgage Southern Gulf Utilities South Trust Banks Steel, Hector, Davis Storer Communications, Inc. Stroock, Stroock & Lavan Sun Trust/Miami, N.A. Texaco U.S.A., Inc. Ticor Mortgage Insurance Corporation TransAmerica Corporation Travelers Relocation Turnberry Bank Tumberry Corporation Trust for Public Land Rev. 512001