Amendment No. 1 to the Lease Agreement with Miami Beach Film Society, Inc. goo 9-o7 2'Z
AMENDMENT NO. 1 TO LEASE AGREEMENT
This Amendment No. 1 to Lease Agreement is entered into this L. _ day of
e,R‘k , 2015 by and between the CITY OF MIAMI BEACH, a Florida
municipal corporation, (hereinafter referred to as "City" or "Landlord"), and MIAMI
BEACH FILM SOCIETY, INC. (d/b/a Miami Beach Cinematheque), a Florida not-for-
profit corporation, (hereinafter referred to as "Tenant").
WITNESSETH:
WHEREAS, on December 9, 2009, the Mayor and the City Commission adopted
Resolution No. 2009-27282, approving that certain Lease Agreement (the "Lease
Agreement") between the City and Miami Beach Film Society, Inc. d/b/a/ Miami Beach
Cinematheque, for approximately 2,523 square feet of ground floor space in the City-
owned building known as Historic City Hall, located at 1130 Washington Avenue, Miami
Beach, Florida; and
WHEREAS, the Lease Agreement was for an initial term of three (3) years,
commencing on March 1, 2010 and terminating on February 28, 2013, with two (2)
additional three (3) year renewal terms; and
WHEREAS, on November 25, 2012, Tenant exercised its first renewal option,
commencing on March 1, 2013 and terminating on February 28, 2016; and
WHEREAS on October 22, 2014, the Mayor and the City Commission adopted
Resolution No. 2014-28790,_ allowing for alcohol sales for consumption on site for 0
Cinema Theatre at the Byron Carlyle Theater and for Miami Beach Cinematheque at
Historic City Hall; and
WHEREAS On July 23, 2014, the Mayor.and the City Commission adopted
Ordinance No. 2014-3884, creating Section 82-7 of the City Code, providing for the
prohibition of the sale or use of expanded polystyrene food service articles by City
contractors, in connection with any City contract, lease, concession agreement or
special event permit; and
NOW THEREFORE, the City and Tenant, for and in consideration of the mutual
covenants, agreements and undertakings herein contained, do by these presents
mutually covenant and agree to amend the Lease Agreement, as follows:
1. Subsection 7.2, on page 5 of the Lease Agreement, shall be amended (deleted
items struck through and inserted items underlined) as follows:
7.2 It is understood and agreed that the Demised Premises shall be used by
the Tenant during the Term of this Agreement only for the above
purpose(s)/use(s), and for no other purpose(s) and/or usc(s) whatsoever.
Tenant will not make or permit any use of the Demised Premises that,
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directly or indirectly, is forbidden by law, ordinance or government
regulation, or that may be dangerous to life, limb or property. Tenant may
use of the Demised Premises for any illegal purposes; nor commit a
Demised Premises (or otherwise allows the Deed Premises to be
-e e e ee - -e - e - e- ""e e e
this Agreement in default pursuant to Section 18 or, without notice to
Tenant, restrain such improper use by injunction or other legal action.
7.2 Prohibited Uses:
It is understood and agreed that the Facility shall be used by Tenant
during the term of the Lease Agreement only for the permitted uses set
forth in subsection 7.1, and for no other purposes or uses
whatsoever. Notwithstanding anything contained in subsection 7.1, or any
other term or condition of this Lease Agreement: (1) Tenant will not make
or permit any use of the Demised Premises that, directly or indirectly, is
forbidden by any Governmental Requirement, or that may be dangerous
to life, limb or property; (2) Tenant shall not present for observation by
patrons motion pictures, films, or video media, distinguished or
characterized by an emphasis on matter depicting, describing or relating
to sexual conduct or specified anatomical areas ("Adult Motion Picture
Theater'); (3) Tenant shall not sell books, magazines, periodicals or other
printed matter; photographs, films, motion pictures, videocassettes, slides
or other visual representations; recordings, other audio matter; and
novelties or devices; which have as their primary or dominant theme
subject matter depicting, exhibiting, illustrating, describing or relating to
sexual conduct or specified anatomical areas ("Adult Materials"); and (4)
Tenant may not commit waste on the Demised Premises, use the
Demised Premises for any illegal purpose, commit a nuisance on the
Demised Premises, or allow any toxic, hazardous or dangerous substance
to be brought into the Demised Premises or stored therein (other than
small quantities of materials customarily used in the operation of a live
theatrical performance venue, which shall be used and stored in
compliance with applicable law). In the event that Tenant uses the
Demised Premises for any purposes not expressly permitted herein, then
the City, through its City Manager, may declare this Lease Agreement in
default and, in addition to all other remedies available to City, restrain
such improper use by injunction or other legal action, with or without
notice to Tenant.
2. A.new subsection 7.4, in section 7, entitled "Use and Possession of Demised
Premises", shall be inserted (inserted items underlined) as follows:
7.4 Beer and Wine Privileges:
Pursuant to Resolution No. 2014-28790, permission to sell beer and wine
for consumption within the Demised Premises ("Beer and Wine
Privileges") is limited and hereby granted only for Miami Beach Film
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Society, Inc., for so long as Miami Beach Film Society, Inc. (under its
current ownership) shall continue to have a leasehold interest in the
Demised Premises during the Term of this Lease Agreement, and shall
not extend to any other entity (including any successors and/or assigns of
Miami Beach Film Society, Inc.). Any change in ownership including,
without limitation, a successor or assign of Miami Beach Film Society, Inc.,
shall be required to secure the prior written consent from the City of Miami
Beach Commission in order to continue to maintain these Beer and Wine
Privileges. Miami Beach Film Society, Inc.'s Beer and Wine Privileges are
further subject to Miami Beach Film Society, Inc. securing the requisite
authorization to sell the alcohol for consumption pursuant to Section 6-
4(a)(4) of the City Code, as may be amended, which includes, without
limitation, compliance with the following criteria:
i. the sale of alcohol for consumption off the Demised
Premises is prohibited;
ii. a Minor Control Plan, setting forth hours of operation and
alcohol sales, alcohol service and monitoring procedures,
food service, and staff training must be approved by the City
Manager or designee prior to issuance of a license for
alcohol sales or consumption;
iii. the Demised Premises must have designated alcohol
beverage consumption areas;
iv. no "Happy Hour" type of reduced price alcohol beverage
promotion shall be allowed;.
v. Miami Beach Film Society, Inc. shall obtain the requisite
state licenses;
vi. Miami Beach Film Society, Inc. shall collect and remit resort
taxes to the City, as required pursuant to Section 102-306 of
the City Code; and
vii. Miami Beach Film Society, Inc. shall not be permitted to
operate between the hours of 3:00 a.m. and 8:00 a.m.
Failure to comply with the provisions of this subsection 7.4 shall be
deemed to be a default under this Lease Agreement.
3. A new section 38, entitled "Prohibitions Regarding Sale or Use of Expanded
Polystyrene Food Service Articles", shall be inserted (inserted items underlined)
as follows:
38. Prohibitions Regarding Sale or Use of Expanded Polystyrene Food
Service Articles.
Pursuant to Section 82-7 of the City Code, as may be amended from time
to time, effective August 2, 2014, the City has prohibited the use of
expanded polystyrene food service articles by City Contractors, in
connection with any City contract, lease, concession agreement or Special
event permit. Additionally, pursuant to Section 82-385 of the City Code,
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as may be amended from time to time, no polystyrene food service articles
will be allowed in the right-of-way, and no polystyrene food service articles
can be provided to sidewalk café patrons.
Expanded polystyrene is a petroleum byproduct commonly known as
Styrofoam. Expanded polystyrene is more particularly defined as blown
polystyrene and expanded and extruded foams that are thermoplastic
petrochemical materials utilizing a styrene monomer and processed by
any number of techniques including, but not limited to, fusion of polymer
spheres (expandable bead foam), infection molding, foam molding, and
extrusion-blown molding (extruded foam polystyrene).
Expanded polystyrene food service articles means plates, bowls, cups,
containers, lids, trays, coolers, ice chests, and all similar articles that
consist of expanded polystyrene.
Tenant agrees not to sell, use, provide food in, or offer the use of
expanded polystyrene food service articles at the Demised Premises or in
connection with this Lease Agreement. Tenant shall ensure that all
vendors operating in the Demised Premises abide by the restrictions
contained in this Section 38. A violation of this section shall be deemed a
default under the terms of this Lease Agreement. This subsection shall not
apply to expanded polystyrene food service articles used for prepackaged
food that have been filled and sealed prior to receipt by the Tenant or its
vendors.
4. Except as otherwise specifically amended herein, all other terms and conditions
of the Lease Agreement by and between the Landlord and Tenant shall remain in
full force and effect. In the event there is a conflict between the provisions
provided herein and the Lease Agreement, the provisions of this Amendment No.
1 to Lease Agreement shall govern.
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IN WITNESS WHEREOF, this Amendment No. 1 to Lease Agreement has been
duly executed by the parties hereto as of the day and year first written above.
Attest: CITY OF MIAMI BEAC FLORIDA
2, is / /.
Rafael E. Granado, City C er Philip Levi(e .►- a r
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Attest: ��' ,,t .4n-FILM SOCIETY, INC.
Signature Dana eirir eekly, Presid;, t
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Print Name
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2,‘ Z..`� �- APPROVED AS TO
Print N me FORM & LANGUAGE
&FOR EXECUTION
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CORPORATE SEAL City Attorney Date
- (affix seal here)
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