699-2024 RDA RESOLUTION NO. 699-2024
A RESOLUTION OF THE CHAIRPERSON AND MEMBERS OF THE MIAMI BEACH
REDEVELOPMENT AGENCY (RDA), ACCEPTING THE RECOMMENDATION OF
THE FINANCE AND ECONOMIC RESILIENCY COMMITTEE, AT ITS APRIL 19,
2024 MEETING, AND APPROVING, IN SUBSTANTIAL FORM,AN AMENDED AND
RESTATED LEASE AGREEMENT AMONG THE CITY OF MIAMI BEACH (CITY)
AND THE RDA (COLLECTIVELY, LANDLORD) AND MOONLIGHTER FABLAB,
INC. (TENANT) FOR USE OF APPROXIMATELY 7,655 SQUARE FEET OF
GROUND FLOOR RETAIL SPACE LOCATED AT 1661 PENNSYLVANIA AVENUE
(DEMISED PREMISES); SAID LEASE ADDING TWO ADDITIONAL RENEWAL
TERMS: (1) A THREE-YEAR RENEWAL TERM, COMMENCING ON MAY 17 2026
AND EXPIRING ON MAY 16, 2029,AND (2)A FINAL RENEWAL TERM OF ONE (1)
YEAR AND 364 DAYS, COMMENCING ON MAY 17, 2029 AND EXPIRING ON MAY
15, 2031, TO ENABLE TENANT TO SECURE FUNDS NEEDED TO EXPAND
PROGRAMMING AT THE DEMISED PREMISES; AND FURTHER AUTHORIZING
THE EXECUTIVE DIRECTOR TO FINALIZE AND EXECUTE THE LEASE.
WHEREAS, the Pennsylvania Avenue Garage Condominium, located at 1661
Pennsylvania Avenue, Miami Beach, Florida 33139, includes Unit 1, a municipal garage (the "Penn
Garage"), having approximately 560 parking spaces; and Unit 2, which includes Suites A-G, and has
a total of approximately 7,655 square feet of ground floor retail space (the "Retail Space"); and
WHEREAS, in March 2019, the northerly 935 square feet of the Retail Space was being
temporarily used by the Miami Beach Chamber of Commerce Visitor's Center("MBCC"); and
WHEREAS, on March 13, 2019, pursuant to Resolution No. 640-2019, the Miami Beach
Redevelopment Agency ("RDA") approved a lease among the City of Miami Beach (the "City") and
the RDA (collectively, "Landlord") and Moonlighter Fablab, Inc. d/b/a Moonlighter Makerspace
("Tenant" or"Moonlighter")for use of approximately 6,720 square feet of the Retail Space("Demised
Premises")for an initial term of three (3)years, with two (2)additional renewal terms, of one (1)year
each, at Landlord's option, for the purpose of providing an innovative public space combining a
Science, Technology, Engineering, Arts & Math (S.T.E.A.M) education center, co-working space,
and digital fabrication lab ("Lease"); and further requiring the City of Miami Beach ("City") to install,
at its cost, a demising wall at the Retail Space, dividing MBCC's space from the proposed
Moonlighter space to enable both tenants to occupy the Retail Space ("City's Work"); and
WHEREAS, on August 12, 2019, Landlord and Tenant executed the Lease with an initial
term of three (3) years and two (2) renewal options of one (1) year each, at Landlord's option; and
WHEREAS, due to the delay in completing the City's Work, Tenant was not given possession
of the Demised Premises until May 17, 2021; therefore, the initial term of the Lease commenced on
May 17, 2021 and expired on May 16, 2024;and
WHEREAS, on April 21, 2021, the City Commission and the RDA accepted the FERC's
recommendation, at its February 19, 2021 meeting, and adopted Resolution No. 656-2021,
approving Amendment No. 1 to the Lease, expanding the Moonlighter Demised Premises to include
the northeasterly 935 square feet area of the Retail Space, previously occupied by MBCC; and
WHEREAS on August 16, 2023, Landlord and Tenant exercised the First Renewal Option
commencing on May 17, 2024, and ending on May 16, 2025; and
WHEREAS, the Lease has one remaining renewal option for a period of one (1) year,
commencing on May 17, 2025 and expiring on May 16, 2026; and
WHEREAS, Tenant has expressed, that in order to obtain and secure funding for additional
programs, a Lease of more than one (1) year is necessary and has asked Landlord to approve the
extension of the term of the Lease for two more renewal options: (i) a three-year renewal term,
commencing on May 17, 2026 and expiring on May 16, 2029; and (2)a final renewal term of one (1)
year and 364 days, commencing on May 17, 2029 and expiring on May 15, 2031 ("Renewal Terms");
and
WHEREAS, at the request of Commissioner Alex Fernandez, a discussion item was
presented before the City of Miami Beach Finance and Economic Resiliency Committee
("Committee"), at its April 19, 2024 meeting, and Commissioner Fernandez moved the approval of
the Lease to the full City Commission,with the favorable recommendation of the remaining members
of the Committee,with a request for additional public benefits directed towards the City's schools,
nonprofits, and seniors; and
WHEREAS, following the April 19, 2024 Committee meeting, the parties negotiated the
following additional public benefits:
STEAM Education:
• Up to 1 free tour of Makerspace for all IT Academy Students in Miami Beach High,
organized by Miami Beach Senior High; and
Miami Beach Resident Discounts:
• Nonprofits based in Miami-Beach receive up to 2 free technical office hours in support of their
mission-based projects;
• City of Miami Beach Senior Residents (ages 65+) receive a 15% discount on
memberships to Moonlighter FabLab; and
• City of Miami Beach Public Schools (North Beach Elementary, South Pointe Elementary,
Biscayne Elementary, Treasure Island Elementary, Fienberg/Fisher K-8 Center, Nautilus
Middle, Miami Beach Senior High) STEAM related clubs can schedule use of the Retail
Space for STEAM-related projects and activities up to 2 hours per month and
WHEREAS, the Landlord and Tenant are proposing to incorporate the additional Renewal
Terms pursuant to an Amended and Restated Lease, which includes the following essential terms:
• Demised Premises: Approximately 7,655 square feet;
• Use: S.T.E.A.M. education center, co-working space, and digital fabrication lab;
• Term: Nine (9)years and 364 days; Initial Term of four(4)years, commencing May 17, 2021
and expiring May 16, 2025; Renewal Terms: (i) one year renewal term, commencing on May
17, 2025 and expiring on May 16, 2026; (ii)a three-year renewal term, commencing on May
17, 2026 and expiring on May 16, 2029; and (iii)a final renewal term for one (1)year and 364
days, commencing on May 17, 2029 and expiring on May 15, 2031;
• Termination for Convenience by Landlord: 180 days prior written notice;
• Rent: $1.00 annually; and
• Utilities/Operating Expenses: Tenant is responsible for utilities, janitorial expenses,
repair/maintenance of interior of Demised Premises, property taxes if assessed, and
insurance cost increases due to Tenant's use of Demised Premises; and
• Public Benefits:
• STEAM Educational Initiatives:
• 1 Free field trip for up to 300 students in total each school year with no more than 22 students
each prior to March of each school year from the following public schools in Miami Beach:
- North Beach Elementary
- Miami Beach South Pointe Elementary
- Biscayne Beach Elementary
- Treasure Island Elementary School
- Miami Beach Fienberg/Fisher K-8
- Miami Beach Nautilus Middle
- Miami Beach Senior High School
- Lehrman Community Day School
- Yeshiva Elementary School
- Temple Beth Sholom Innovative School
- Mechina of South Florida High School
- Hebrew Academy Miami & Rabbi Alexander Gross High School
- Mater Beach Academy
- Montessori Academy at St. John's
• 20% off any additional field trips for the above listed public schools in Miami Beach;
• 10% off all Moonlighter FabLab youth S.T.E.A.M. programming to all Miami Beach
residents/students;
• Free professional development workshops for up to 50 Miami Beach teachers and recreation
staff per year;
• Annual Internships for MB High School Students; up to 5 Students in Spring and up to 5
Students in Fall semester each year; internship provides Advanced Manufacturing S.T.E.A.M
Basics Certification; and
• Up to 1 free tour of Makerspace for all IT Academy Students in Miami Beach Senior High
School, Mechina of South Florida and Rabbi Alexander Gross High School, each respective
school must connect with Moonlighter to organize the annual tour; and
• Miami Beach Resident Discounts:
• Community Workshops: Our workshops teach the basic and safety use of various advanced
manufacturing equipment, hand tools, and design software available in the Moonlighter
FabLab Miami Beach I Community Benefits 3 lab. All Miami Beach residents will have an
exclusive discount (with Photo ID confirming MB residence) to all community workshops.
10% off maker workshops for Miami Beach residents;
• Nonprofits based in Miami-Beach receive up to 2 free technical office hours in support of
their mission-based projects;
• City of Miami Beach Senior Residents (ages 65+) receive a 15% discount on memberships
to Moonlighter FabLab; and
• City of Miami Beach Schools listed below STEAM-related clubs can schedule use of the
space for STEAM-related projects and activities up to 2 hours per month; and
- North Beach Elementary
- Miami Beach South Pointe Elementary
- Biscayne Beach Elementary
- Treasure Island Elementary
- Miami Beach Fienberg/Fisher K-8 Center
- Miami Beach Nautilus Middle
- Miami Beach Senior High
- Lehrman Community Day School
- Yeshiva Elementary School
- Temple Beth Sholom Innovation School
- Mechina of South Florida High School
- Hebrew Academy Miami & Rabbi Alexander Gross High School
- Mater Beach Academy
- Montessori Academy at St. John's; and
Venue Waiver:
• Partner with Miami Beach Chamber of Commerce to provide free use of space for business
development workshops, networking events, or economic development events up to four
events annually; and
• Up to 4 venue waivers per year: Exhibition space can be granted to civic, arts and cultural,
and educational organizations for exhibitions, fundraisers, workshops, and events that
support the advancement of the mission; and
The following benefits are offered contingent upon success of additional fundraising efforts:
STEAM Education:
• Scholarships for up to 50 needs-based students to attend Summer STEAM. Camps at
Moonlighter;
• Scholarships for after-school sessions for low income/needs-based Miami Beach resident
student attending Miami Beach Fienberg/Fisher K-8 + Biscayne Beach Elementary students
with transportation included from the school. Low income/need-based Miami Beach resident
students attending any of the private/charter schools listed above would be eligible for
scholarships for after-school sessions;
• Paid Summer internship programs for Miami Beach resident High School Students attending
Miami Beach Senior High School, Mechina of South Florida, and Rabbi Alexander Gross
High School; and
• On-Site STEAM programs at Miami Beach Schools subject to availability of necessary on-
site equipment; and
Urban Placemaking /Arts Activations:
10% off design and fabrication services for civic or arts organizations; partnering with local Miami
Beach institutions to activate public spaces and/or support arts initiatives with the digital
fabrication lab; work with local artists to nurture emerging talent: Artisans and Innovators in
Residence; and a residency program that supports creatives with the resources they need to
build their innovative concepts; and
Free Community Events:
Up to 10 free community events per year: Talks/lectures, panels, exhibitions, meetups, and
presentations exploring the fields of Art, Design, Engineering, Internet of Things, Machine
Learning, Artificial Intelligence, Robotics, Automation, Autonomous, Alternative Energies,
Advanced Manufacturing and Construction, Climate Resilience, Maker Education, and
Community Benefits relevant topics to advance education and workforce development in the
region, preparing the City for innovation industries; and
WHEREAS, based upon the public benefits being provided by Tenant at the Demised
Premises, the Executive Director recommends that the Chairperson and members of the Miami
Beach Redevelopment Agency accept the recommendation of the Committee and approve, in
substantial form, the Amended and Restated Lease Agreement, a draft copy of which is attached to
the RDA Memorandum accompanying this Resolution.
NOW, THEREFORE, BE IT DULY RESOLVED BY THE CHAIRPERSON AND MEMBERS
OF THE MIAMI BEACH REDEVELOPMENT AGENCY (RDA), that the Chairperson and members
of the RDA hereby accept the recommendation of the Finance and Economic Resiliency Committee,
at its April 19, 2024 meeting, and approve, in substantial form, an Amended and Restated Lease
Agreement among the City of Miami Beach (City) and the RDA (collectively, Landlord) and
Moonlighter Fablab, Inc. (Tenant) for use of approximately 7,655 square feet of ground floor retail
space located at 1661 Pennsylvania Avenue (Premises); said Lease requiring that Tenant provide
additional public benefits and adding two additional renewal terms: (1) a three-year renewal term,
commencing on May 17, 2026 and expiring on May 16, 2029, and (2) a final renewal term of one (1)
year and 364 days, commencing on May 17, 2029 and expiring on May 15, 2031, to enable Tenant
to secure the funds needed to expand programming at the Demised Premises; and further authorize
the Executive Director to finalize and execute the Lease.
PASSED and ADOPTED this 38 day of i,c66e✓ 2024.
teven Meiner, Chairperson
ATTEST:
-7:77-41 NOV 0 5 2024 ....
INCORPORATED•
Rafael E. Granado, Secretary
Sponsored by Commissioner Alex J. Fernandez
APPROVED AS TO •
FORM & LANGUAGE
084 EXECUTION
Redevelopment Agency Date
C4enernl Counsel
Redevelopment Agency Items (RDA)4
MIAMI BEACH
COMMISSION MEMORANDUM
TO: Honorable Mayor and Members of the City Commission
FROM: Eric Carpenter, Executive Director
DATE: October 30, 2024
TITLE: A RESOLUTION OF THE CHAIRPERSON AND MEMBERS OF THE MIAMI BEACH
REDEVELOPMENT AGENCY (RDA), ACCEPTING THE RECOMMENDATION OF
THE FINANCE AND ECONOMIC RESILIENCY COMMITTEE, AT ITS APRIL 19,
2024 MEETING,AND APPROVING, IN SUBSTANTIAL FORM,AN AMENDED AND
RESTATED LEASE AGREEMENT AMONG THE CITY OF MIAMI BEACH (CITY)
AND THE RDA (COLLECTIVELY, LANDLORD) AND MOONLIGHTER FABLAB,
INC. (TENANT) FOR USE OF APPROXIMATELY 7,655 SQUARE FEET OF
GROUND FLOOR RETAIL SPACE LOCATED AT 1661 PENNSYLVANIA AVENUE
(DEMISED PREMISES); SAID LEASE ADDING TWO ADDITIONAL RENEWAL
TERMS: (1)A THREE-YEAR RENEWAL TERM, COMMENCING ON MAY 17 2026
AND EXPIRING ON MAY 16, 2029, AND (2) A FINAL RENEWAL TERM OF ONE
(1) YEAR AND 364 DAYS, COMMENCING ON MAY 17, 2029 AND EXPIRING ON
MAY 15, 2031, TO ENABLE TENANT TO SECURE FUNDS NEEDED TO EXPAND
PROGRAMMING AT THE DEMISED PREMISES; AND FURTHER AUTHORIZING
THE EXECUTIVE DIRECTOR TO FINALIZE AND EXECUTE THE LEASE. JOINT
CITY COMMISSION AND REDEVELOPMENT AGENCY
RECOMMENDATION
The Administration recommends that the Chairperson and Members of the Miami Beach
Redevelopment Agency (RDA) adopt the Resolution accepting the recommendation of the
Finance and Economic Resiliency Committee and approve the Amended and Restated Lease
Agreement.
BACKGROUND/HISTORY
The City owns the Pennsylvania Avenue Garage Condominium, located at 1661 Pennsylvania
Avenue, Miami Beach, Florida 33139, which includes Unit 1, a municipal garage (the "Penn
Garage"), having approximately 560 parking spaces, and Unit 2, which includes Suites A-G, and
has a total of approximately 7,655 square feet of ground floor retail space (the "Retail Space").
On March 13, 2019, pursuant to Resolution No. 640-2019, the Miami Beach Redevelopment
Agency ("RDA") approved a lease among the City of Miami Beach (the "City") and the RDA
(collectively, "Landlord") and Moonlighter Fablab, Inc. d/b/a Moonlighter Makerspace
("Moonlighter" or"Tenant") for use of approximately 6,720 square feet of the Retail Space for an
initial term of three (3) years, with two (2) additional renewal terms, of one (1) year each at
Landlord's option, for the purpose of providing an innovative public space combining a Science,
Technology, Engineering, Arts & Math (S.T.E.A.M) education center, co-working space, and
digital fabrication lab ("Lease"); and further requiring the City of Miami Beach ("City") to install, at
its cost, a demising wall at the Retail Space, dividing MBCC's space from the proposed
Moonlighter space to enable both tenants to occupy the Retail Space ("City's Work").
On February 19, 2021, the Finance and Economic Resiliency Committee ("FERC") discussed
expanding Moonlighter to the northeasterly 935 square feet area of the Retail Space, previously
occupied by the Miami Beach Chamber of Commerce("MBCC")Visitor Center. On April 21, 2021,
Page 2384 of 2497
the City Commission and RDA accepted the FERC's recommendation, and pursuant to
Resolution No. 656-2021, approved Amendment No. 1 to the Lease Agreement to include the
remaining 935 square foot area for a total 7,665 square feet of Retail Space.
On August 16, 2023, the Landlord and Tenant exercised the First Renewal Option commencing
on May 1, 2024, and ending on April 30, 2025. The Lease Agreement has one remaining renewal
option for a period of one (1)year which the Tenant intends on exercising.
ANALYSIS
Tenant has expressed that in order to obtain and secure funding for additional programs, a Lease
of more than one(1)year is necessary. Accordingly, Tenant has requested the Landlord approve
the extension of the term of the Lease for two more renewal options: (i)a three-year renewal term,
and (ii) a final renewal term of one (1) year and 364 days in order to secure the funds needed to
continue operating and expand programming.
At the request of Commissioner Fernandez this item was presented before the Finance and
Economic Resiliency Committee for discussion, at its April 19, 2024, meeting. The FERC moved
approval of the Lease to the full City Commission, with the favorable recommendation and with a
request for additional public benefits towards the City's schools, non-profits, and seniors.
The basic terms and additional public benefits negotiated for the proposed Amended and
Restated Lease Agreement are as follows:
Demised Premises: Approximately 7,655 rentable square feet
Use: S.T.E.A.M. education center, co-working space, and digital fabrication lab.
Term: Initial Term commencing May 17, 2021 and expiring May 16, 2024
Renewal Terms: (i)one(1)year, commencing on May 17,2024 and expiring on May 16, 2025; (ii)
one (1) year, commencing on May 17, 2025 and expiring on May 16, 2026 (ii) a three-year term,
commencing on May 17, 2026 and expiring on May 16, 2029; and (iii)a final term for one(1)year
and 364 days, commencing on May 17, 2029 and expiring on May 15, 2031
Rent: One Dollar($1.00) annually
Additional Rent: In addition to the Base Rent, Tenant shall also pay the Property Tax Payment,
sales and use taxes.
Maintenance: Tenant shall be solely responsible for the operation, maintenance and repair of the
Demised Premises; Tenant shall maintain all fixtures and appurtenances, interior walls, windows
and doors; the City maintain the exterior structure, including roof, exterior plumbing, exterior
painting and A/C units shared by more than one tenant.
Utilities/Insurance: The City pays for utilities(electricity and water and sewer expenses). The City
pays for insurance costs;the Tenant unconditionally agrees to reimburse the City for any increase
in the costs associated with the Tenant's occupancy.
Termination Option: The City reserves the right, through its City Manager, to terminate the Lease
Agreement, at any time, without cause and without liability to the City, upon providing the Tenant
with one hundred eighty (180) days prior written notice.
Moonlighter has proposed to expand their existing programs the public benefits initiatives as
outlined below:
S.T.E.A.M Education
Page 2385 of 2497
Supporting Science, Technology, Engineering, Arts, and Mathematics education to students
throughout Miami Beach.
One (1) Free field trip for up to 300 students from the following public schools in Miami Beach:
North Beach Elementary
• Miami Beach South Pointe Elementary
• Biscayne Beach Elementary
• Treasure Island Elementary School
• Miami Beach Fienberg/Fisher K-8
• Miami Beach Nautilus Middle
Miami Beach Senior High School
• 20% off any additional field trips for the above listed public schools in Miami Beach.
• 10% off all Moonlighter Fablab youth S.T.E.A.M. programming to all Miami Beach
residents/students.
• Free professional development workshops for up to 25 Miami Beach teachers and recreation
staff per year.
•Annual Internships for MB High School Students. Up to 5 Students in Spring and up to 5 Students
in Fall semester each year Internship provides Advanced Manufacturing S.T.E.A.M Basics
Certification.
• Up to 1 free tour of Makerspace for all IT Academy Students in Miami Beach Senior High School,
organized by Miami Beach Senior High School.
Miami Beach Resident Discounts
• Community Workshops: Our workshops teach the basic and safety use of various advanced
manufacturing equipment, hand tools, and design software available in the Moonlighter Fablab
Miami Beach I Community Benefits 3 lab. All Miami Beach residents will have an exclusive
discount (with Photo ID confirming MB residence) to all community workshops. 10% off maker
workshops for Miami Beach residents.
• Nonprofits based in Miami-Beach receive up to 2 free technical office hours in support of their
mission-based project.
• City of Miami Beach Senior Residents (ages 65+) receive a 15% discount on memberships to
Moonlighter Fablab.
• City of Miami Beach Public Schools (North Beach Elementary, Miami Beach South Pointe
Elementary, Biscayne Beach Elementary, Treasure Island Elementary School, Miami Beach
Fienberg/Fisher K-8, Miami Beach Nautilus Middle School, Miami Beach Senior High School)
S.T.E.A.M related clubs can schedule use of the space for S.T.E.A.M-related projects and
activities up to 2 hours per month.
Venue Waiver
• Partner with Miami Beach Chamber of Commerce to provide free use of space for business
development workshops, networking events, or economic development events up to four events
annually; and
• Up to 4 venue waivers per year: Exhibition space can be granted to civic, arts and cultural, and
educational organizations for exhibitions, fundraisers, workshops, and events that support the
advancement of the mission; and
The following benefits are offered contingent upon success of additional fundraising efforts:
S.T.E.A.M Education:
Page 2386 of 2497
• Scholarships for up to 50 needs-based students to attend Summer S.T.E.A.M Camps at
Moonlighter.
• Scholarships for after-school sessions for low income/needs-based Miami Beach
Fienberg/Fisher K-8+ Biscayne Beach Elementary students with transportation included from the
school.
• Paid Summer internship programs for Miami Beach Senior High School students.
• On-Site S.T.E.A.M programs at Miami Beach Schools subject to availability of necessary on-
site equipment.
Urban Placemaking /Arts Activations:
10%off design and fabrication services for civic or arts organizations. Partnering with local Miami
Beach institutions to activate public spaces and/or support arts initiatives with the digital
fabrication lab. Work with local artists to nurture emerging talent: Artisans and Innovators in
Residence. A residency program that supports creatives with the resources they need to build
their innovative concepts.
Free Community Events:
Up to 10 free community events per year. Talks/lectures, panels, exhibitions, meetups, and
presentations exploring the fields of Art, Design, Engineering, Internet of Things, Machine
Learning, Artificial Intelligence, Robotics, Automation, Autonomous, Alternative Energies,
Advanced Manufacturing and Construction, Climate Resilience, Maker Education, and
Community Benefits relevant topics to advance education and workforce development in the
region, preparing the City for innovation industries.
FISCAL IMPACT STATEMENT
NA
Does this Ordinance require a Business Impact Estimate?
(FOR ORDINANCES ONLY)
If applicable, the Business Impact Estimate(BIE)was published on:
See BIE at: https://www.miamibeachfl.gov/city-hall/city-clerk/meeting-notices/
FINANCIAL INFORMATION
CONCLUSION
The Executive Director recommends that the Chairperson and Members of the Miami Beach
Redevelopment Agency approve the Amended and Restated Lease with Moonlighter Fablab
Inc. based on the terms and conditions set forth above, a copy of which is attached hereto as
Exhibit A. All other terms and conditions set forth under the lease shall remain the same.
Applicable Area
South Beach •
Is this a "Residents Right to Know" items Is this item related to a G.O. Bond
pursuant to City Code Section 2-17? Project?
Page 2387 of 2497
Yes No
Was this Agenda Item initially requested by a lobbyist which, as defined in Code Sec. 2-481,
includes a principal engaged in lobbying? No
If so, specify the name of lobbyist(s) and principal(s):
Department
Facilities and Fleet Management
Sponsor(s)
Commissioner Alex Fernandez
Co-sponsor(ss
Condensed Title
Joint, Approve Lease Agreement w/Moonlighter Fablab, 1661 Pennsylvania Ave. (Fernandez)
FF
Page 2388 of 2497
EXHIBIT A
AMENDED AND RESTATED LEASE AGREEMENT
THIS AMENDED AND RESTATED LEASE AGREEMENT(the "Lease"), made this_
day of , 2024, with an effective date of May 17, 2021 (the "Effective Date") by and
among the CITY OF MIAMI BEACH, FLORIDA, a Florida municipal corporation (the"City") and
the MIAMI BEACH REDEVELOPMENT AGENCY, a public body corporate and politic (the
"RDA") (hereinafter collectively referred to as "Landlord"), and the MOONLIGHTER FABLAB,
INC., a Florida not-for-profit corporation (hereinafter referred to as "Tenant").
WHEREAS, on August 12, 2019, pursuant to City Commission Resolution No. 2019-
3076 and RDA Resolution No. 640-219, the Landlord and Tenant executed a lease for use of
approximately 6,720 square feet of the Retail Space(as defined in Section 1.1)for an initial term
of three (3) years, with two (2) additional renewal terms, of one (1) year each, at Landlord's
option ("Original Lease"); and
WHEREAS, on April 21, 2021, the City Commission and the RDA accepted the FERC's
recommendation, at its February 19, 2021 meeting, and adopted City Commission Resolution No.
2021-31687 and RDA Resolution No. 656-2021, approving Amendment No.1 to,the Original Lease, to
include'the remaining northeasterly 935 square feet area of the Retail Space, previouslyoccupied by
Miami Beach Chamber of Commerce Visitor's Center; and
WHEREAS'on August 16, 2023, Landlord and;=Tenant exercised the First Renewal Option
commencing on May 17, 2024, and ending on May 16„',2025, leaving one remaining renewal option
for a period of one (1)year,commencing on May 17, 2025 and expiring.on May 16, 2026; and
WHEREAS, on • , the City,Commission and the RDA accepted the FERC's
recommendation, at its April 19, 2024, and;-adopted City Commission Resolution No.
and RDA Resolution No. , approving two additional
renewal terms: a three-year term, commencing on May 17;2026 and expiring on May 16, 2029,
and-a final term for one (1) year and 364 days, commencing on May 17, 2029 and expiring on
May 15, 2031, in order for Tenant to secure the funds needed to expand programming at the
Premises; and
WHEREAS, in furtherance of the foregoing, the parties desire to amend and restate in
its entirety the Original Lease, to accomplish the purpose outlines herein; and
WHEREAS, as of the Effective Date,the Original Lease is hereby amended and restated
in its entirety an of no further force and effect and shall be suspended and replaced in its entirety
by this Lease, and subject to all the terms and conditions herein contained and fairly implied by
the terms hereinafter set forth.
NOW, THEREFORE, the Landlord and Tenant agree as follows:
1. Demised Premises.
1.1. Landlord owns that certain land(the"Land")and the facility(the"Facility") located
thereon, located at 1661 Pennsylvania Avenue, Miami Beach, Florida 33139,
which includes a municipal garage(the"Penn Garage"), having approximately 560
parking spaces, and ground floor retail space (the "Retail Space"), having
approximately 7,655 square feet (the Land and the Facility shall be collectively
referred to herein as the "Property"). Landlord, in consideration of the rentals
hereinafter reserved to be paid and of the covenants, conditions, and agreements
Page 23914 of 2497
EXHIBIT A
to be kept and performed by the Tenant, hereby leases, lets, and demises to
Tenant, and Tenant hereby leases and hires from Landlord, those certain
premises, which are part of the Retail Space (the "Demised Premises"), having
approximately 7,655 square feet, as depicted in Exhibit A. and more fully
described as follows:
Unit 1, of Pennsylvania Garage Condominium, a Condominium,
according to the Declaration thereof, as recorded in Official
• Records Book 28080, at Page 4536, of the Public Records of
Miami-Dade County, Florida.
a/k/a 530 17th Street, Miami Beach, Florida 33139.
1.2. As referenced herein, the City Manager shall be the chief administrative officer of
the City and the City Manager's Designee. The City staff member who is
designated by the City Manager to administer this Lease on behalf of the Landlord
shall be the Real Estate Division Director, Facilities and Fleet Management
Department.
2. • Term..
2.1. Initial Term. •
Tenant shall be entitled to have and to hold the Demised Premises for a term of
four(4)years, commencing on May 1, 2021, the date in which Landlord delivered
possession of the Demised Premises to Tenant(the"Commencement Date"), and
ending on the..last day of the 36th month thereafter (the "Expiration Date").
For purposes of this Lease, and including, without limitation, Subsection 2.2
herein, a "Contract Year" shall be_defined as that certain period commencing on
the 1st day of the month the lease commences and ending on the last day of the
:12th month thereafter.
2.2. Renewal Term(s).
At the expiration of the Initial Term herein, provided the Tenant is in good standing
and free from default hereunder, the City Manager may, at the City Manager's
sole option and discretion, renew and extend this Lease for the following
consecutive renewal terms("Renewal Terms"): (i)one(1)year term, commencing
on May 1,2025 and expiring on April 30,2026; (ii)a three-year term,commencing
on May 1, 2026 and expiring on April 30, 2029; and (iii) a final term for one (1)
year and 364 days, commencing on May 1, 2029 and expiring on April 29, 2031,
by providing Tenant with written notice not less than 180 days prior to the
Expiration Date, or not less than ninety (90) days prior to the expiration date of a
Renewal Term, as the case may be.
Notwithstanding anything in this subsection, in the event Tenant decides not to
renew the Lease, it shall provide the City Manager with written notice of its intent
not to renew at least three hundred and sixty-five(365)days prior to the Expiration
Date, or ninety (90) days prior to the expiration date of the then current Renewal
Term, as the case may be.
The Initial Term and any Renewal Term which may be approved by the City
Manager, in the City Manager's sole option and discretion, may be collectively
referred to herein as the"Term."
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EXHIBIT A
2.3. Termination for Convenience.
Notwithstanding anything in this subsection, or any other term or condition in this
Lease, Landlord reserves the right, through the City Manager, to terminate this
Lease,without cause and without liability to Landlord, upon providing Tenant with
one hundred eight(180) days prior written notice.
3. Rent.
3.1. Base Rent.
Tenant's payment of Rent, as defined in this Section 3, shall commence on the
Commencement Date.
The Base Rent for the Demised Premises shall be for One Dollar ($1.00) per
Contract Year and other good and valuable consideration, the receipt and
sufficiency of which is hereby acknowledged by the parties hereto.
3.2. Additional Rent.
In addition to the Base Rent, as set forth in Section 3.1, Tenant shall also pay the
following Additional Rent as provided below:
• 3.2.1 Intentionally Omitted,
3.2.2. Property Taxes
The Property Tax Payment shall be payable by Tenant, in accordance with
Section 11 herein.
3.2.3. :Insurance
The Additional Rent shalt NOT include. Tenant's pro-rata share toward
estimated insurance costs incurred to insure the Retail ,`Space.
Notwithstanding the foregoing, if the City's costs to insure the Retail Space
increase because of Tenant's use of the Demised Premises, Tenant
unconditionally agrees to reimburse the City for any increase in insurance
costs associated with Tenant's occupancy. This insurance coverage is in
addition to the insurance required pursuant to Section 10, which shall be
obtained at Tenant's sole expense and responsibility.A copy of the insurance
bill(s) or other evidence of such insurance costs, together with the City's
computation of Tenant's pro-rata share,will be made available to Tenant once
received from the insurer, if requested by Tenant.
3.2.4. Janitorial Services in Demised Premises.
Notwithstanding anything in Section 3 or any other provision set forth herein,
Tenant shall be solely responsible for all day-to-day janitorial maintenance of
the Demised Premises.
3.2.5 Tenant's Taxes and Sales Taxes.
Concurrent with the payment of the Additional Rent as provided herein,
Tenant shall also pay any and all sums for all applicable tax(es), including
without limitation, sales and use taxes and real estate taxes, imposed, levied,
or assessed against the Demised Premises or Tenant's use of the Demised
Premises, or any other charge or payment required by any governmental
authority having jurisdiction thereover, even though the taxing statute or
Page 239E of 2497
EXHIBIT A
ordinance may purport to impose such tax against Landlord.
The ad valorem tax assessment of the Retail Space for year 2020 is estimated
at zero dollars ($0.00). Notwithstanding the foregoing sentence, the City
makes no warranty or representation, whether expressed or implied, that the
Retail Space and/or the Demised Premises will not be subject to ad valorem
(or other) taxes (real estate taxes) in subsequent years. If the Retail Space
is assessed real estate taxes, the City will pay the real estate tax bill and
invoice Tenant for the portion of the real estate tax bill, attributed to the
Demised Premises or Tenant's use of the Demised Premises, as determined
by Landlord in its sole discretion and judgment.
3.3. Enforcement.
Tenant agrees to pay the Base Rent and Additional Rent (Base Rent and
Additional Rent may be collectively referred to as"Rent"), and any other amounts
as may be due and payable by Tenant under this Lease, at the time and in the
manner provided herein,and should said rents and/or other additional amounts due
herein provided, atany time remain due,and unpaid for a period.,of fifteen(15)days
after the same shall become due,Landlord may exercise any or all options available
to it hereunder, which options may be exercised concurrently or separately, or
Landlord may pursue.ahy other remedies enforced bylaw.
4. Location for Payments.
All Rents or other payments due hereunder shall'be,paid to the City at the following address:
_ City of,Miami Beach Finance .
•
Department
1700 Convention Center;Drive,,3rd Floor
Miami Beach, Florida 33139
or at such other address as the City Manager or his/her designee may,from time to time,
designate in writing.
5. Parking.
This Lease does not grant any additional parking privileges not already available to the
general public.Tenant may request,from the City's Parking Department,the use of no more
than eight(8) parking spaces, if available, at Municipal Parking Garage G-9. Rental rates
for parking spaces, including applicable sales and use tax,are determined by the Parking
Department and are subject to change.
6. Intentionally Omitted
7. Use and Possession ofDemised Premises,
7.1 . The Demised Premises shall be used by Tenant for the purpose(s) of providing
an innovative public space corn bining a Science, Technology, Engineering, Arts
& Math (STEAM ) education center, co-working space, and digital fabrication lab.
7,2. The Demised Premises may be open for operation seven (7) days a week, with
regular hours of operation being as follows:
Hours of Operation: M onlay - Saturday: 10:00 AM to 8:00 PM
Nothing herein contained shall be construed to authorize hours contrary to the
Page 2397 of 2497
EXHIBIT A
laws governing such operations.Any change in the days and/or hours of operation
shall require the prior written consent of the City Manager; provided, however,
that in no event shall the hours of operation extend earlier than 7:00 AM or later
than 12:00 AM.
7.3. It is understood and agreed that the Demised Premises shall be used by Tenant
during the Term of this Lease only for the purpose(s)/use(s)set forth in Section 7
hereof, and for no other purpose(s) and/or use(s) whatsoever. Tenant will not
make or permit any use of the Demised Premises that, directly or indirectly, is
forbidden by law, ordinance, or government regulation, or that may be dangerous
to life, limb or property. Tenant may not commit(nor permit)waste on the Demised
Premises; nor permit the use of the Demised Premises for any illegal purposes;
nor commit a nuisance on the Demised Premises.
7.3.1. In the event that Tenant uses the Demised Premises (or otherwise allows the
Demised Premises to be used) for any purpose(s) not expressly permitted
herein, or permits and/or allows any prohibited use(s)as provided herein,then
Landlord may declare this Lease in default pursuant to Section 17 or,without
notice to Tenant,restrain such improper use by injunction or other legal action.
7.3.2. Tenant's'uses and/or services provided in conjunction with the Demised
Premises may require Tenant to interact, from time to time, with City of Miami
Beach ;officials and employees, . acting in their regulatory capacity.
Notwithstanding the' preceding,'Tenant hereby',represents and warrants to
Landlord that it-.shall in no way, whether express' or implied, give the
impression-that.Tenant is in any way acting as an agent and/or representative
of the City of Miami Beach or the Miami'Beach Redevelopment Agency, nor
that, by virtue of this Lease, Tenant derives any special benefit and/or
consideration from the City ,(acting in its-,regulatory capacity) with regard to
Tenant's services to third parties. Any violation of this Subsection by Tenant
shall be deemed . as an automatic` default under this Lease and,
notwithstanding any other provision set forth herein, shall entitle Landlord to
automatically terminate this Lease, without further notice to Tenant, and
without liability to Landlord.
7.4. Public Benefits.
STEAM Education
Supporting Science, Technology, Engineering, Arts, and Mathematics education to students
throughout Miami Beach.
• 1 Free field trip for up to 300 students in total each school year with no more than 22 students
each prior to March of each school year. After March number of students participating may be
adjusted from the following schools in Miami Beach:
• North Beach Elementary
• Miami Beach South Pointe Elementary
• • Biscayne Beach Elementary
• Treasure Island Elementary
• Miami Beach Fienberg/Fisher K-8
• Miami Beach Nautilus Middle
• Miami Beach Senior High
Page 239E of 2497
EXHIBIT A
• Lehrman Community Day School
• Yeshiva Elementary School
• Temple Beth Sholom Innovative School
• Mechina of South Florida High School
• Hebrew Academy Miami & Rabbi Alexander Gross High School
• Mater Beach Academy
• Montessori Academy at St. John's
o 20% off any additional field trips for the above listed public school in Miami Beach.
o 10% off all Moonlighter FabLab youth steam programming to all Miami Beach
residents/students.
• Free professional development workshops for up to 50 teachers at any Miami Beach school
listed above and rec staff per year.
• Annual Internships for Miami Beach resident High School Students attending any high school
listed. Up to 5 Students in Spring and up to 5 Students in Fall semester each year. Internship
provides Advanced Manufacturing STEAM Basics Certification.
• Up to 1 free tour of Makerspace for all IT Academy Students in Miami Beach High,
Mechina of South Florida and Rabbi Alexander Gross High School; each respective
school-must connect with Moonlighter to organize the annual tour. :
Miami Beach Resident Discounts
• '. Community Workshops: Our workshops teach thebasic and safety use of various
advanced manufacturing equipment, hand tools, and design software available in the
lab. All Miami Beach residents will have'an exclusive discount(with Photo ID.confirming
MB residence)to all community workshops. 10% off maker workshops for Miami Beach
residents.
• Nonprofits based in Miami-Beach receive up to 2 free technical;office hours in support of
their mission-based projects.
• City of Miami Beach;Senior Residents ents(ages 65+) receiv e a 15% discount on
memberships to`Moonlighter FabLab.
• rCity of Miami Beach Schools listed below STEAM related clubs can schedule use of
the space for STEAM-related projects and activities up to 2 hours per month. Venue
Waiver.
• North Beach Elementary
• Miami Beach South Pointe Elementary
• Biscayne Beach Elementary
• Treasure Island Elementary
• Miami Beach Fienberg/Fisher K-8 Center
• Miami Beach Nautilus Middle
• Miami Beach Senior High
• Lehrman Community Day School
• Yeshiva Elementary School
• Temple Beth Sholom Innovation School
• Mechina of South Florida High School
• Hebrew Academy Miami & Rabbi Alexander Gross High School
• Mater Beach Academy
• Montessori Academi at St. John's
Venue Waiver
• Partner with Miami Beach Chamber of Commerce to provide free use of space for
Page 2399 of 2497
EXHIBIT A
business development workshops, networking events, or economic development events
up to four events annually.
• Up to 4 venue waivers per year: Exhibition space can be granted to civic, arts and
cultural, and educational organizations for exhibitions, fundraisers, workshops, and
events that support the advancement of the mission.
The following benefits are offered contingent upon success of additional fundraising efforts:
STEAM Education
o Scholarships for up to 50 needs-based Miami Beach resident students to attend Summer
STEAM Camps at Moonlighter
o Scholarships for after-school sessions for low income/need-based Miami Beach resident
student attending Miami Beach Fienberg/Fisher K-8 and Biscayne Beach Elementary
students with transportation included from the school. Low income/need-based Miami
Beach resident students attending any of the private/charter schools listed above would be
eligible for scholarships for after-school sessions.
o Paid Summer internship programs for Miami Beach resident High School Students for
students attending Miami Beach Sr. High, Mechma'of South Florida,'and Rabbi Alexander
Gross High'School.
o On-Site STEAM..programs at all Miami Beach Schools listed above subject to availability of
necessary on-site equipment.
Urban'Placemaking,l Arts Activations
10% off design and fabrication services for non-profit, civic,"or arts organizations. Partnering
with local Miami Beach institutions to'activate public spaces'and/or support arts initiatives with
the digital fabrication'lab. Work with local artists.to nurture emerging;talent: Artisans and
Innovators in Residence. A residency.program that supports'creatives with the resources they
need to build their innovative concepts
Free Community Events
Up to 1G free community events per year. Talks/lectures, panels, exhibitions, meetups, and
presentations exploring the fields of Art, Design, Engineering, Internet of Things, Machine
Learning, Artificial Intelligence, Robotics, Automation, Autonomous, Alternative Energies,
Advanced Manufacturing and Construction, Climate Resilience, Maker Education, and other
relevant topics to advance education and workforce development in the region, preparing the
city for innovation industries.
7.4.1. Annual Resort.
Within 60 days following the end of each Contract Year, Tenant shall submit
an annual report documenting achievement of the annual benchmarks
identified as Public Benefits in this Section 7.4,detailing the activities and events,
and the number of students, residents, and visitors impacted on an annual basis
by no later than July 31 of each year.
8. Improvements.
8.1. Landlord has not made any representations or warranties as to the suitability or
fitness of the Demised Premises for the conduct of Tenant's business or for any
other purpose, nor has Landlord agreed to undertake any alterations or construct
any Tenant improvements to the Demised Premises except as expressly provided
in this Lease.
Page 2400 of 2497
EXHIBIT A
8.2. Tenant accepts the Demised Premises in its present "AS IS" condition and may
construct or cause to be constructed,such interior and exterior improvements and
maintenance to the Demised Premises, as reasonably necessary for it to carry on
its permitted use(s), as set forth in Section 7; provided, however, that any plans
for such improvements shall be first submitted to the City Manager for his prior
written consent,which consent, if granted at all,shall be at the City Manager's sole
and absolute discretion.
8.3. Tenant agrees that the existing kitchen exhaust hoods and duct work shall not be
removed or altered and shall remain in place when Tenant surrenders the
Demised Premises upon expiration of the Lease Term or earlier Termination of
the Lease. Additionally, any and all approved improvements shall be made at
Tenant's sole expense and responsibility. All permanent (fixed) improvements to
the Demised Premises shall remain the property of Landlord upon termination
and/or expiration of this Lease. Upon expiration of the Lease Term or termination
of the Lease, all personal property andnon-permanent trade fixtures may be
removed by Tenant from the Demised Premises, provided that they can be (and
are) removed without damage to the Demised Premises. Tenant will permit no
liens to attach to the Demised Premises arising from,connected with,or related to
the design:and'construction of any improvements.'.Moreover, such construction
shall be accomplished through the use`of,licensed, reputable contractors who are
acceptable`to Landlord: Any and all .permits and 'or licenses required for the
installationof�improvements shall.be the`sole cost and responsibility of Tenant.
Absent use ofthe kitchen exhaust hoods and related infrastructure by Tenant, any
andVall maintenance and inspection costs related to the kitchen exhaust hoods
and related infrastructure shall be the sole cost and`responsibility of Landlord.
8.4:-:, Notwithstanding Subsection 8 1,.,upon termination and/or expiration of this Lease,
and•at City Manager's sole option and discretion,any or all alterations or additions
made by Tenant to or in the Demised Premises shall, upon written demand by the
:City Manager, be promptly removed by Tenant, at its expense and responsibility,
and Tenant further hereby agrees, in such event,to restore the Demised Premises
to their original condition prior to the Commencement'Date of this Lease.-Tenant
agrees to preserve and safeguard the condition and integrity of the Demised
Premises, as it is currently constructed and improved.
8.5. The above requirements for submission of plans and the use of specific
contractors shall not apply to improvements (which term, for purposes of this
Subsection 8.5 only, shall also include improvements as necessary for Tenant's
maintenance and repair of the Demised Premises) which do not exceed Five
Hundred ($500.00) Dollars, provided that the work is not structural, and provided
that it is permitted by applicable law.
9. Landlord's Right of Entry.
9.1. The City Manager, and/or his authorized representatives, 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 Landlord may
consider necessary; and for the purpose of preventing fire, theft, or vandalism.
Landlord agrees that, whenever reasonably possible, it shall use reasonable
efforts to provide notice (whether written or verbal), unless the need to enter the
Demised Premises is an emergency, as deemed by the City Manager, in his sole
discretion, which if not immediately addressed could cause property damage, loss
Page 24031 of 2497
EXHIBIT A
of life or limb,or other injury to persons. Nothing herein shall imply any duty on the
part of Landlord to do any work that, under any provisions of this Lease, Tenant
may be required to perform, and the performance thereof by Landlord shall not
constitute a waiver of Tenant's default.
9.2. If 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 City Manager, and/or his authorized representatives, may enter
the Demised Premises by master key, or, may forcibly enter the Demised
Premises without rendering Landlord or such agents liable therefore.
9.3. Tenant shall furnish Landlord with duplicate keys to all locks including exterior and
interior doors prior to (but no later than) the Commencement Date of this Lease.
Tenant shall not change the locks to the Demised Premises without the prior
written consent of the City Manager's designee, and in the event such consent is
given, Tenant shall furnish Landlord with duplicate keys to said locks in advance
of their installation.
10. Tenant's Insurance Requirements.
10.1. Before beginning any work and throughout the Term of the Lease(including renewal
periods), Tenant shall,, at its sole cost and expense, comply with all insurance
requirements,of Landlord. It is agreed that Tenant shall not occupy the Demised
Premises until proof Of the following insurance coverage has been reviewed and
approved by the City's.Risk Manager. All insurance policies required below shall
be issued by companies authorized to do business'under the laws of the State of
Florida. The insurance,provider.shall indicate that insurance coverage has been
obtained which meets the requirements as outlined-lelow by submitting original
certificates':of insurance to the City's Risk Manager and City Manager's designee,
respectively::
10.2. Worker's Compensation Insurance for all employees of the vendor as required by
Florida Statute 440, and Employer Liability Insurance for bodily injury or disease.
Should Tenant be exempt from this Statute,Tenant and each employee shall hold
the City harmless from any injury incurred during performance of the Lease. The
exempt Tenant shall also submit (i) a written statement detailing the number of
employees and that they are not required to carry Workers' Compensation
insurance and do not anticipate hiring any additional employees during the term
of this Lease or(ii) a copy of a Certificate of Exemption.
10.3. Commercial General Liability Insurance on an occurrence basis, including
products and completed operations, property damage, bodily injury and personal
& advertising injury with limits no less than $1,000,000 per occurrence, and
$2,000,000 general aggregate.
10.4. All-Risk property and casualty insurance, written at a minimum of eighty (80%)
percent of replacement cost value and with replacement cost endorsement,
covering all leasehold improvements installed in the Demised Premises by or on
behalf of Tenant and including without limitation all of Tenant's personal property
in the Demised Premises (including, without limitation, inventory, trade fixtures,
floor coverings, furniture, and other property removable by Tenant under the
provisions of this Agreement).
Page 246/2 of 2497
EXHIBIT A
10.5. Liquor Liability Insurance on an occurrence basis, including property damage,
bodily injury and personal & advertising injury with limits no less than $1,000,000
per occurrence. (Required, if necessary.)
10.6. Additional Insured - City of Miami Beach and the Miami Beach Redevelopment
Agency must be included by endorsement as an additional insured with respect to
all liability policies (except Professional Liability and Workers' Compensation)
arising out of work or operations performed on behalf of the Tenant including
materials, parts,or equipment furnished in connection with such work or operations
and automobiles owned, leased, hired or borrowed in the form of an endorsement
to the Tenant's insurance.
10.7. Notice of Cancellation - Each insurance policy required above shall provide that
coverage shall not be cancelled, except with notice to the City of Miami Beach c/o
EXIGIS Insurance Compliance Services.
10.8. Waiver of Subrogation — Vendor agrees to obtain any endorsement that may be
necessary to affect the waiver of subrogation on the coverages required. However,
this provision.-applies regardless of whether the City has received"a waiver of
subrogation endorsement from the insurer.
10.9. Acceptability of Insurers— Insurance must be placed 'with insurers with,a current
A.M. Best rating of A:VII or higher. If not rated, exceptions may be made for
members of the Florida Insurance:Funds (i.e. FWCIGA, FAJUA). Carriers may
also be considered if they are licensed and authorized-to'do insurance business in
the`State of Florida.
10.10. Verification of Coverage-Contractor shall furnish the City with original certificates
and'amendatory endorsements, or copies of the applicable insurance language,
effecting coverage required by this contract. All certificates and endorsements are
to be received and approved by..the City before work commences. However,failure
to obtain the required documents prior to the work beginning shall not waive the
Contractor's obligation to provide them. The City reserves the right to require
complete, certified copies of all required insurance policies, including
endorsements, required by these specifications, at any time.
10.11. CERTIFICATE HOLDER MUST READ:
City of Miami Beach
Go Exigis Insurance Compliance Services
P.O. Box 947 Murrieta, CA 92564
Kindly submit all certificates of insurance, endorsements, exemption letters to our
servicing agent, EXIGIS, at:
Certificates-miamibeach@riskworks.com
10.12. Compliance with the foregoing requirements shall not relieve Tenant of its liability
and obligation under this section or under any other section of this Lease.
10.13. Landlord reserves the right to impose additional reasonable insurance
requirements as Landlord may deem necessary or in accordance with common
practice.
Page 2403of 2497
EXHIBIT A
10.14. The policies of insurance referred to above shall not be subject to cancellation or
changing coverage except upon at least thirty(30)days written notice to Landlord
and then subject to the prior written approval of the City's Risk Manager. Should
Tenant fail to obtain, maintain, or renew the policies of insurance referred to
above, in the required amounts, Landlord may, at its sole discretion, obtain such
insurance, and any sums expended by Landlord in obtaining said insurance, shall
be repaid by Tenant to Landlord, plus ten percent(10%)of the amount of premiums
paid to compensate Landlord for administrative costs. If Tenant does not repay
City's expenditures within fifteen (15) days of demand, the total sum owed shall
accrue interest at the rate of twelve percent(12%) until paid, and such failure shall
be deemed an event of default hereunder.
10.15. Waiver of Subrogation.
Tenant hereby waives, on behalf of itself and its insurer(s) (none of which shall
ever be assigned any such claim or be entitled thereto due to subrogation or
otherwise), any and all rights of recovery, claim, action, or cause of action,against
Landlord,its agents,officers,or employees,for any loss or damage that may occur
to the Demised Premises, or any improvements thereto, or any personal property
of such party therein, by reason of fire; the elements,:or any other causes which
are, or could or should be insured against under the terms of the standard fire and
extended coverage insurance policies referred toin this Lease, regardless of
whether such insurance is actually maintained and regardless of the cause or origin
of the damage involved, including negligence of Landlord, its agents officers,
or employees:,
The Tenant shall obtain from its respective insurer(s),under'all policies of fire,theft,
public liability,worker's compensation,and other insurance maintained at any time
during the term hereof insuring;or.covering the Retail Space or any portion thereof
or operations therein, a waiver of all-rights of,subrogation which Tenant's insurer
might have against Landlord, 'and Tenant shall ,indemnify, defend, and hold
harmless Landlord against any loss or expense, including reasonable attorneys'
fees (appellate or otherwise) resulting from the failure to obtain such waiver.
11. Property Taxes and Assessments.
For the purposes of this Section and other provisions of this Lease:
11.1. The term "Property Taxes" shall mean (i) real estate taxes, assessments, and
special assessments of any kind which may be imposed upon the Demised
Premises, and (ii) any expenses incurred by the City 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. Tenant shall pay, as Additional Rent pursuant to Section 3.2, for such Property
Tax Year an amount("Property Tax Payment")equal to Tenant's pro-rata share of
the Property Taxes (if any)for the Retail Space for such Property Tax Year; said
pro-rata share to be determined by the City based upon the ratio of the Demised
Premises to the Retail Space or based upon Tenant's use of the Demised
Premises. If a Property Tax Year ends after the expiration of the Lease Term or
termination of the Lease,the Property Tax Payment therefore shall be prorated to
correspond to that portion of such Property Tax Year occurring within the term of
this Agreement.The Property Tax Payment shall be payable by Tenant immediately
Page 2404 of 2497
EXHIBIT A
upon receipt of notice from the City. A copy of the tax bill(s) or other evidence of
such taxes issued by the taxing authorities, together with the City'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
the City immediately, upon receipt of request for said payment from the City.
12. Assignment and Subletting.
Tenant shall not have the right to assign the Lease or sublet the Demised Premises
without the prior written consent of the City Manager, which consent, if given at all, shall be at
the City Manager's sole option and discretion. At the City Manager's sole discretion, the
approval of any assignment of the Lease or sublease may be submitted for approval to the City
Commission.
13. Operation. Maintenance. and Repair.
13.1. Tenant shall be solely responsible for the operation,_maintenance, and repair of
.the Demised Premises. Tenant shall; at its sole expense-and responsibility,
maintain the Demised Premises and all fixtures and,appurtenances therein, and
shall make all repairs-thereto, as and'when needed, to preserve them-in good
working order and condition. Tenant shallbe responsible for all interior walls and
the interior-and exterior of all ;Windows and doors, as well as immediate
•
replacement,of any and all plate glass.or.other glass in the Demised Premises
which may become broken, using'glass of the same or better quality.
13.2:, Landlord shall be responsible for the-maintenance of the Retail Space's roof,the
exterior of"the Retail,_Space, 'the structural:,electrical and plumbing (other than
plumbing surrounding-any sink(s)and/ortoilet(s),including such sink(s)and.toilet(s)
'fixture(s), within the rDemised.'Premises), the common areas and any•HVAC
systems shared by more thant`one tenant. Landlord.'shall maintain and/or;repair
those items that it is responsible for, so as'to keep same in proper working
condition.
13.3. All damage or injury of any kind to the Demised Premises, and including without
limitation its fixtures, glass, appurtenances, and equipment (if any), or to the
building fixtures, glass, appurtenances, and equipment, if any, except damage
caused by the gross negligence and/or willful misconduct of Landlord, shall be the
sole obligation of Tenant, and shall be repaired, restored or replaced promptly by
Tenant, at its sole expense and to the satisfaction of Landlord.
13.4. All of the aforesaid repairs, restorations and replacements shall be in quality and
class equal to or better than the original work or installations and shall be done in
good and workmanlike manner.
13.5. If Tenant fails to make such repairs or restorations or replacements, the same
may be made by Landlord, at the expense of Tenant, and all sums spent and
expenses incurred by Landlord shall be collectable by Landlord and shall be paid
• by Tenant within three(3)days after submittal of a bill or statement therefore.
13.6. It shall be Tenant's sole obligation and responsibility to ensure 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
Page 24Ce2of 2497
EXHIBIT A
governmental authorities having jurisdiction.
13.7. Tenant Responsibilities for Utilities
Tenant is solely responsible for, and shall promptly pay when due, all charges
for electricity, gas, cable, telephone, internet, and any other utility
service provided to the Demised Premises, including, without limitation, all hook-
up fees and impact fees.
In addition to other rights and remedies hereinafter reserved to Landlord, upon
the failure of Tenant to pay for such utility services (as contemplated in this
Subsection 13.7)when due, Landlord may elect, at its sole discretion, to pay same,
whereby Tenant agrees to promptly reimburse Landlord upon demand.
In no event,however,shall Landlord be liable,whether to Tenant or to third parties,
for an interruption or failure in the supply of any utilities or services to the Demised
Premises.
13.8. TENANT HEREBY ACKNOWLEDGES AND AGREES THAT THE DEMISED
• - PREMISES ARE BEING LEASED IN THEIR PRESENT"AS IS CONDITION:.
14. Governmental Regulations.
Tenant shall obtain, at Tenant's expense, all governmental and private approvals,
licenses, and permits required to makeany improvements'and to lawfully operate its
business at the Demised Premises. Tenant covenants and agrees to fulfill and comply
with all statutes, ordina noes, rules, orders, regulations, and requirements of any'and all
governmental bodies, including but not limited to Federal,>State, County, and local
governments, and shall also comply"with and fulfill all applicable rules, orders, and
regulations,:all at•Tenant'sown expense and responsibility.'Tenant shall pay.all costs,
expenses; claims, fines, penalties, and damages•that may be imposed because of the
failure of'Tenant'to?comply with this:Section and shall indemnify and hold harmless
Landlord from all liability arising from any noncompliance.
15. Liens.
Tenant will not permit any mechanics, laborers, or materialman's liens to stand against
the Demised 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 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 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%) 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 costs and
charges and shall have such lien released or judgment satisfied at Tenant's own expense.
16. Condemnation.
16.1. If at any time during the Term of this Lease (including any renewal term
hereunder) all or any part or portion of the Demised Premises is taken,
appropriated, or condemned by reason of Eminent Domain proceedings,then this
Page 2405 of 2497
EXHIBIT A
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 Tenant shall pay any and all Rents, utility charges, and/or other
costs for which it is liable under the terms of this Lease, up to the date of such
taking.
16.2. Except as hereunder provided, Tenant shall not be entitled to participate in the
proceeds of any award made to Landlord in any such Eminent Domain proceeding,
excepting, however, Tenant shall have the right to claim and recover from the
condemning authority, but not from 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
furniture and fixtures.
17. Tenant's Default.
•
17.1•. Events of Default by Tenant:
At Landlord's option,'any of the following shall constitute an Event of Default under
this Lease:-
17.1.1. •The Rent or any other amounts as may be due and payable by Tenant"under
this Lease, or any installment thereof, is not paid;promptly when and where
due, and Tenant shall not have,cured,such failure within five
(5) days after receipt of written notice from Landlord specifying such,default;
17.1.2. The Demised Premises shall be deserted,abandoned, or vacated;
17.1.3. Tenant.shall fail to.comply with any 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;
17.1.4. Receipt of notice of violation from any governmental authority having
jurisdiction dealing with a law, code, regulation, ordinance, or the like,
Page 240-of 2497
EXHIBIT A
which remains uncured for a period of thirty(30)days from its issuance, or such
longer period of time as may be acceptable and approved in writing by the
City Manager, at his sole discretion;
17.1.5. 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;
17.1.6. Tenant shall become insolvent;
17.1.7. Tenant shall make an assignment for benefit of creditors;
17.1.8. A receiver is appointed for Tenant by any court and shall not be dissolved
within thirty(30) days thereafter; or
17.1.9. The leasehold interest is levied on under execution.
17.2. Landlord's Rights on Default.
Upon an Event of 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:'
17.2.1. Terminate.this Lease, in which event Tenant shall immediate y 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 the Demised Premises and expel or remove Tenant and its 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-let the Demised
Premises, or otherwise.
17.2.2. Declare the entire amount of the 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.
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EXHIBIT A
17.2.3. 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 all costs and expenses therefore from rents resulting from
re-letting; and (iii)Tenant shall pay Landlord any deficiency as aforesaid.
17.2.4. 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 Tenant liable for the deficiency, if any.
17.2.5. 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 be subject to a late charge •of Fifty. and 00/100•
($50.00), plus interest at the rate Of eighteen(18%) percent per annum, or the
maximum amount allowable under Florida law,whichever is lesser, from the
due date of payment until such time as payment is actually received by
Landlord. Any failure on Landlord'sbehalf to enforce this Section shall not
.constitute a waiver'of this provision with respect to future accruals of past due
Rent.
•
17.2.6. 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.
17.2.7. The rights of Landlord under this Lease shall be cumulative but not restrictive
to those given by law and failure on the part of Landlord to exercise promptly
any rights given hereunder shall not operate to waive or to forfeit any of the
said rights.
18. Landlord's Default,
18.1. The failure of Landlord to perform any of the covenants, conditions and
agreements of this Lease which are to be performed by Landlord and the
Page 240of 2497
EXHIBIT A
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 necessary to cure such
defaults.
18.2. 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 and option to terminate this Lease and all of its obligations
hereunder by giving written notice of such election to Landlord, and, subject to the
limitations on Landlord's liability, as set forth in Section 34,shall further have the right
to pursue any actions at law or suits in equity to obtain damages resulting from
Landlord's default. Notwithstanding anything in this Section or elsewhere in the
Lease, in the event of a default by Landlord, Tenant hereby agrees and
acknowledges_that in no event shall Landlord be liable for any of Tenant's incidental,
• indirect, special,:or consequential damages which may be,alleged as'a result of
Landlord's default, including, without limitation, loss of revenue and lost profits:
•
19. I. Compliance.- .:
Tenant shall comply all applicable City,County,State,and Federal ordinances,statutes,
rules, and regulations including, but not'limited'fa, all applicable environmental City,
County, State, and -Federal ,ordinances;„statutes, rules, and regulations, as may be
amended from time'to time. ,
20. No Discrimination •
•
In connection'with its-operations, Tenant shall not discriminate against any employee or
applicant for employment on the basis of actual or perceived race, color, national-origin,
;'religion,
se*, intersexuality, gender identity, sexual orientation;;marital and familial status,
• age;_ disability, ancestry, height, weight, domestic':partnerstatus, labor organization
membership, familial situation, or political affiliation.
Additionally, Tenant shall comply fully with the City of Miami Beach Human Rights
Ordinance, codified in Chapter 62 of the City Code, as may be amended from time to time,
prohibiting discrimination in employment (including independent contractors), housing,
public accommodations, public services, and in connection with its membership or policies
because of actual or perceived race, color, national origin,
religion, sex, intersexuality, gender identity, sexual orientation, marital and familial status,
age, disability, ancestry, height, weight, hair texture and/or hairstyle, domestic partner
status, labor organization membership, familial situation, or political affiliation.
21. Florida Public Records Law.
21.1. Tenant shall comply with Florida Public Records law under Chapter 119, Florida
Statutes, as may be amended from time to time.
21.2. The term"public records”shall have the meaning set forth in Section 119.011(12),
which means all documents, papers, letters, maps, books, tapes, photographs,
films,sound recordings, data processing software,or other material,regardless of
the physical form, characteristics, or means of transmission, made or received
pursuant to law or ordinance or in connection with the transaction of official
business of the City.
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EXHIBIT A
21.3. Pursuant to Section 119.0701 of the Florida Statutes, if Tenant meets the
definition of"Contractor"as defined in Section 119.0701(1)(a),Tenant shall:
21.3.1. Keep and maintain public records required by the City to perform the service;
21.3.2. Upon request from the City's custodian of public records, provide the City with
a copy of the requested records or allow the records to be inspected or copied
within a reasonable time at a cost that does not exceed the cost provided in
Chapter 119, Florida Statutes or as otherwise provided by law;
21.3.3. Ensure that public records that are exempt or confidential and exempt from
public records disclosure requirements are not disclosed, except as
authorized by law, for the duration of the contract term and following
completion of the Lease if Tenant does not transfer the records to the City;
21.3.4. Upon completion of the Lease,transfer,at no cost to the City,all public records
in possession of Tenant or keep and maintain public records required by the
City to perform the service. If Tenant transfers all public records to the City
upon completion of the Lease, Tenant shall destroy any duplicate public
records that- are exempt or confidential and exempt from public records
disclosure requirements. If Tenant_keeps and maintains public records upon
completion of the Lease, Tenant;shall meet all applicable requirements for
retaining public records.All records stored electronically must be provided to the
City, upon request from the City's custodian of public records, in a format that is
compatible with the"information technology systems of the City.
21.4., " Reauest for Records: Noncompliance.
21.4.1. A,request to inspect or copy public records relating to the City's contract for
services must be made directly to the City. If the City does not
Page 241113of 2497
EXHIBIT A
possess the requested records, the City shall immediately notify Tenant of the
request, and Tenant must provide the records to the City or allow the records
to be inspected or copied within a reasonable time.
21.4.2. Tenant's failure to comply with the City's request for records shall constitute a
breach of this Lease,and the City,at its sole discretion, may:
(1) unilaterally terminate the Lease; (2) avail itself of the remedies set forth
under the Lease; and/or(3) avail itself of any available remedies at law or in
equity.
21.4.3. A Tenant who fails to provide the public records to the City within a reasonable
time may be subject to penalties under s. 119.10.
21.5. Civil Action.
21.5.1. If a civil action is filed against a Tenant to compel production of public records
relating to the City's contract for services, the court shall assess and award
against Tenant the reasonable costs of enforcement, including reasonable
attorney fees, if:
21..5.1.1. The court determines that Tenant unlawfully:refused to comply with the
public records request within a reasonable time; and
21.5.1.2. At least 8 business days before filing the action,,the plaintiff provided written
notice of the public records request, including a statement that Tenant has
not complied with the request, to the City and to Tenant.
21.5.2. A notice complies with subparagraph (1)(b) if it is sent to the City's custodian
of public records and to Tenant at Tenant's address-listed on its contract with
the City or to Tenant's registered agent.S,uch notices must be sent by'common
carrier delivery service or by registered,Global Express Guaranteed,or certified
mail,with postage or shipping paid by the sender and with evidence of delivery,
'which may be in an electronic format. '
•
21.5.3. A Tenant who complies with a public records request within 8 business days
after the notice is sent is not liable for the reasonable costs of enforcement.
21.6. IF THE TENANT HAS QUESTIONS REGARDING
THE APPLICATION OF CHAPTER 119, FLORIDA
STATUTES, TO THE TENANT'S DUTY TO PROVIDE
PUBLIC RECORDS RELATING TO THIS
AGREEMENT, CONTACT THE CUSTODIAN OF
PUBLIC RECORDS AT:
Page 24112 of 2497
EXHIBIT A
CITY OF MIAMI BEACH
ATTENTION: RAFAEL E. GRANADO, CITY CLERK
1700 CONVENTION CENTER DRIVE
MIAMI BEACH, FLORIDA 33139
E-MAIL: RAFAELGRANADO@MIAMIBEACHFL.GOV
PHONE: 305-673-7411
22. Indemnity Against Costs and Charges.
22.1. Tenant shall be liable to Landlord for all costs and charges, expenses, reasonable
attorney's fees, and damages which may be incurred or sustained by Landlord,
by reason of Tenant's breach of any of the provisions of this Lease. Any sums
due Landlord under the provisions of this item shall constitute a lien against the
interest of 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. -
22.2. .If Tenant shall at any time be in default hereunder; and if Landlord shall deem it
necessary to engage an attorney .to enforce the City's rights and Tenant's
obligations- hereunder, Tenant will reimburse Landlord for the reasonable
expenses incurred thereby, including, but not :limited to, court costs and
reasonable attorney'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:
•
23. Indemnification Against Claims.
23.1. Tenant shall indemnify and hold 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 the Property or appurtenance used in
connection with the Demised Premises, occasioned in whole or in part by any of
the following:
23.1.1. An act or omission on the part of Tenant, or any employee, agent, contractor,
invitee, guest, assignee, sub-tenant, or subcontractor of Tenant;
23.1.2. Any misuse, neglect, or unlawful use of the Demised Premises by Tenant, or
any employee, agent, contractor, invitee, guest, assignee, sub-tenant, or
subcontractor of Tenant;
23.1.3. Any breach,violation, or non-performance of any undertaking of Tenant under
this Lease;
Page 24171of 2497
EXHIBIT A
23.1.4. The use or occupancy of the Demised Premises by Tenant or anyone holding
or claiming to hold through or under this Lease.
23.2. Tenant agrees to pay all damages to the Demised Premises and/or the Property
used in connection therewith, caused by Tenant or any employee, agent,
contractor, guest, or invitee of Tenant.
24. Sians and Advertising.
Without the prior written consent of the City Manager, which consent, if given at all, shall
be at the City Manager's sole and absolute discretion,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 the City and comply with all applicable building codes, and any other
municipal, County, State, and Federal laws.
25. Effect of Conveyance.
The term"City", "RDA", and/or"Landlord"as used in the Lease means only the owner for
the_timebeing of the..Property containing the Demised Premises, such that in the event
of any sale of said Property, or in the event of a lease of said Property,,Landlord shallbe
-and hereby is entirely freedand relieved of all,covenants and obligations of Landlord
-. hereunder, and it shall be deemed and construed without further agreement between the
parties, orbetween 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 Landlord hereunder.
•
26. Damage to the Demised Premises.
26.1: , If the Demised Premises shall bedamaged by,the elements or other casualty not
due to Tenant's negligence, orby:fire,but are not thereby rendered untenantable,
as determined'by the City Manager, in his sole discretion, in whole or in part, and
such damage is covered by the City'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 the City Manager, in his sole
discretion, only in part, Landlord 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 Demised Premises rendered
untenantable; provided however, that Landlord shall promptly obtain a good faith
estimate of the time required to render the Demised Premises tenantable and if
such time exceeds sixty (60) days, either party shall have the option of canceling
this Lease.
Page 241I of 2497
EXHIBIT A
26.2. If the Demised Premises shall be rendered wholly untenantable by reason of such
occurrence, Landlord shall have the option, but not the obligation, in its sole
discretion, to utilize the insurance proceeds to cause such damage to be repaired
and the Rent meanwhile shall be abated. However, 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 Rent to be adjusted as of such date.
If the Demised 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 Section 26, if the damage is not
covered by the City'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 Tenant may, at any time thereafter, elect to terminate this Lease, and the
Rent shall be adjusted accordingly. .- _
•
27. Quiet Enjoyment, •
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..
28... Waiver.
28.1. The'parties mutually covenant and-agree that the failure of either party 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.
28.2. A waiver of any term expressed herein shall not be implied by any neglect of a
party 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 and that one only for the time
and in the manner specifically stated.
28.3. 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.
Page 24126of 2497
EXHIBIT A
29. 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 copy to: Asset Division City of
Miami Beach
1700 Convention Center Drive Miami
Beach, Florida 33139
TENANT: Thomas Pupo, Director Moonlighter
Fablab, Inc.
2041 NW 1st Place
Miami, Florida 33127
Any notice, consent, or other instrument required or permitted to be'given under this Lease'shall be in
writing and shall be'delivered in person,:or sent by certified_mail, retum'receipt requested, or`overnight
express mail courier,postage prepaid, addressed as set"forth above,and if to Tenant, at the Demised
Premises.
30. Entire and Binding Lease.,
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 theparties
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.
31. 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.
32. Captions.
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.
33. 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.
Page 24of 2497
EXHIBIT A
34. Limitation of Liability.
Landlord desires to enter into this Lease only if in so doing Landlord can place a limit on
the Landlord's liability for any cause of action for money damages due to an alleged
breach by Landlord of this Lease, so that its liability for any such breach never exceeds
the sum of one hundred ($100.00) Dollars. Tenant hereby expresses its willingness to
enter into this Lease with Tenant's recovery from Landlord for any damage action for
breach of contract to be limited to a maximum amount of $100.00. Accordingly, and
notwithstanding any other term or condition of this Lease, Tenant hereby agrees that
Landlord shall not be liable to Tenant for damage in an amount in excess of$100.00 for
any action or claim for breach of contract arising out of the performance or non-
performance of any obligations imposed upon Landlord by this Lease. Nothing contained
in this Section or elsewhere in this Lease is in any way intended to be a waiver of the
limitation placed upon the City's or RDA's liability as set forth in Florida Statutes, Section
768.28.
•
35. Surrender of the Demised Premises.
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 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 removedwithout
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 Section. '.
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 ofLandlord, be deemed abandoned by Tenant, and either:may be
retained by Landlord as its property or-may be removed and disposed of at the sole cost
of Tenant in such manner as Landlord may see fit. If the Demised Premises and personal
property, if any, are not surrendered at the end of the Term as provided in this Section,
Tenant shall be responsible to Landlord for all damages which Landlord shall suffer by
reason thereof, and shall indemnify and hold harmless Landlord against all claims made
by any succeeding tenant or purchaser, so far as such delay is occasioned by the failure
of Tenant to surrender the Demised Premises as and when herein required.
36. Jimis of the Essence.
Time is of the essence in every particular and particularly where the obligation to pay
money is involved.
Page 2411ifiof 2497
EXHIBIT A
37. Venue.
This Lease shall be deemed to have been made and shall be construed and interpreted
in accordance with the laws of the State of Florida. This Lease 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
LANDLORD AND TENANT MAY HEREINAFTER INSTITUTE AGAINST EACH OTHER
WITH RESPECT TO ANY MATTER ARISING OUT OF OR RELATED TO THIS LEASE.
38. Radon Disclosure.
Radon is a naturally occurring radioactive gas that, when it is accumulated in a building
in sufficient quantities, may present health risks to persons who are exposed to it over
time. Levels of radon that exceed Federal and State guidelines have been found in
buildings in Florida. Additional information regarding radon and radon testing may be
obtained from your.County:.Public Health Unit.
39. No Dangerous Materials.
Tenant agrees not to use or permit in the'Demised Premises the storage and/or use of
gasoline, fuel oils, diesel, illuminating oils,:oil,lamps, combustible-powered electricity-
producing generators, turpentine, benzene, naphtha, propane, natural gas, :or other
similar substances,combustible materials, or explosives of any kind,_or any substance or
thing prohibited in the standard policies of fire insurance companies in the State of Florida.
Any such substances or materials found within the Demised Premises shall be
immediately removed.
'Tenant shall indemnify and hold Landlord harmless from' any loss, damage, cost, or
°expense of.Landlord,including,without limitation, reasonable attorneys fees, incurred as
a result of, arising from, or connected with the placement by Tenant of any "hazardous
substance"or"petroleum products"on, in or upon the-Demised Premises as those-terms
are defined by applicable Federal and State Statute, or any environmental rules and
environmental regulations promulgated thereunder.The provisions of this Section 38 shall
survive the termination or earlier expiration of this Lease.
40. Prohibitions Renarding Sale or Use of Expanded Polystyrene Food Service Articles.
Single-Use Plastic Beverage Straws. and Single-Use Plastic Stirrers.
40.1. Tenant hereby agrees and acknowledges that,pursuant to Section 82-7 of the City
Code, as may be amended from time to time, Tenant shall not sell, use, provide
food in, or offer the use of expanded polystyrene food service articles(as defined
in City Code Section 82-7)in the Demised Premises. A
Page 2412E6 of 2497
EXHIBIT A
violation of this section shall be deemed a default under the terms of this Lease.
Notwithstanding the above, this section shall not apply to expanded polystyrene
food service articles used for prepackaged food that have been filled and sealed
prior to receipt by Tenant.
40.2. Additionally,Tenant agrees and acknowledges that,pursuant to Section 82-8 of the
City Code, as may be amended from time to time, Tenant shall not sell, use,
provide food in, or offer the use of single-use plastic beverage straws or single-
use plastic stirrers (as defined in City Code Section 82-8) in the Demised
Premises.A violation of this section shall be deemed a default under the terms of
this Lease. Notwithstanding the above,the requirements of Section 82-8 shall not
restrict Tenant from providing a beverage with, or offering the use of, a single-use
plastic beverage straw or single-use plastic stirrer to an individual with a disability
or medical condition that impairs the consumption of beverages without a single-
use plastic beverage straw or single-use plastic stirrer.
40.3. As additional consideration for this Lease and as an additional public benefit,
regardless of the legal force and effect of the foregoing Sections 82-7 and 82-8
of the City Code,-Tenant agrees
40.3.1. not sell,, use, provide food in, or offer the use of expanded
polystyrene food service articles in the Demised Premises. A
violation of this section shall be deemed a default under the terms
of this Lease. Notwithstanding the above, this section shall not
apply to expanded. polystyrene food service ,articles used for
prepackaged food that have been filled,and sealed prior to receipt
by Tenant, and
40.32, not sell, use, provide food in, or offer the use of single-use plastic
beverage straws or single-use plastic stirrers in the Demised
Premises A violation of this section shall be deemed a default under
the terms of this Lease. Notwithetandirig the above, Tenant shall
be permitted to providing a beverage with, or offering the use of,a
single-use plastic beverage straw or single-use plastic stirrer to an
individual with a disability or medical condition that impairs the
consumption of beverages without a single-use plastic beverage
straw or single-use plastic stirrer.
41. Inspector General Audit Rights
(A) Pursuant to Section 2-256 of the Code of the City of Miami Beach, the City has
established the Office of the Inspector General which may, on a random basis, perform
reviews, audits, inspections and investigations on all City contracts, throughout the
duration of said contracts. This random audit is separate and distinct from any other
audit performed by or on behalf of the City.
(B)The Office of the Inspector General is authorized to investigate City affairs and
empowered to review past, present and proposed City programs, accounts, records,
contracts and transactions. In addition, the Inspector General has the power to
subpoena witnesses, administer oaths, require the production of witnesses and monitor
City projects and programs. Monitoring of an existing City project or program may
include a report concerning whether the project is on time, within budget and in
Page 241Z.6 of 2497
EXHIBIT A
conformance with the contract documents and applicable law. The Inspector General
shall have the power to audit, investigate, monitor, oversee, inspect and review
operations, activities, performance and procurement process including but not limited to
project design, bid specifications, (bid/proposal) submittals, activities of the Tenant, its
officers, agents and employees, lobbyists, City staff and elected officials to ensure
compliance with the contract documents and to detect fraud and corruption. Pursuant
to Section 2-378 of the City Code,the City is allocating a percentage of its overall annual
contract expenditures to fund the activities and operations of the Office of Inspector
General.
(C) Upon ten (10) days written notice to the Tenant, the Tenant shall make all requested
records and documents available to the Inspector General for inspection and copying.
The Inspector General is empowered to retain the services of independent private sector
auditors to audit, investigate, monitor, oversee, inspect and review operations activities,
performance and procurement process including but not limited to project design, bid
specifications, (bid/proposal) submittals, activities of the Tenant its officers, agents and
employees, lobbyists, City staff and elected officials to ensure compliance with the
contract documents and to detect fraud and corruption.
(D)The Inspector_General shall have the right to inspect and copy all documents and
records in the Tenant's possession, custody or control Which in the Inspector,General's
sole,judgment;:;pertain'to, performance of the contract, including, but not limited to
original,. estimate files,:.change order estimate files, worksheets, proposals and
agreements from and.with successful subcontractors and suppliers, all project-related
correspondence, memoranda, instructions, financial documents, construction
documents, (bid/proposal) and ,contract ';documents,'back-change documents, all
documents and records which involvacash, trade or volume discounts, insurance
proceeds, rebates, or dividends received,payroll and personnel records and supporting
documentation for the aforesaid documents`and records.
(E) The Tenant shall make available at its office at all. reasonable times the records,
materials, and other evidence regarding the acquisition (bid_preparation) and
performance of this Agreement, for examination, audit, or reproduction, until three (3)
years after final payment under this Agreement or for any longer period required by
statute or by other clauses of this Agreement. In addition:
i. If this Agreement is completely or partially terminated, the Tenant shall make available
records relating to the work terminated until three (3) years after any resulting final
termination settlement; and
ii. The Tenant shall make available records relating to appeals or to litigation or the
settlement of claims arising under or relating to this Agreement until such appeals,
litigation, or claims are finally resolved.
(F) The provisions in this section shall apply to the Tenant, its officers, agents, employees,
subcontractors and suppliers.The Tenant shall incorporate the provisions in this section
in all subcontracts and all other agreements executed by the Tenant in connection with
the performance of this Agreement.
(G)Nothing in this section shall impair any independent right to the City to conduct audits
or investigative activities. The provisions of this section are neither intended nor shall
they be construed to impose any liability on the City by the Tenant or third parties.
Page 247707of 2497
EXHIBIT A
IN WITNESS WHEREOF, the parties hereto have caused their names to be signed and their
seals to be affixed, all as of the day and year first above written, indicating their agreement.
Landlord:
CITY OF MIAMI BEACH, FLORIDA
ATTEST:
By:
Rafael E. Granado, City Clerk Eric T. Carpenter, R.E., City.Manager
. Print Name
Date:
Landlord:
MIAMI " BEACH REDEVELOPMENT
AGENCY
ATTEST:
By:
Rafael E. Granado, Secretary Eric T. Carpenter, P.E., Executive Director
Print Name
Date:
Page 2422of 2497
EXHIBIT A
Tenant:
MOONLIGHTER FABLAB, INC.
ATTEST:
By:
Thomas Pupo, Director
Print Name
Title
Date:
Page 24215of 2497
EXHIBIT A
EXHIBIT A
Demised Premises
PENNSYLVANIA AVENUE GARAGE CONDOMINIUM
Prep ores by
V. a
a
lies 6Ii-/4iN
Ette r,
� s'-',
c,
1 to- H FLOOR EL=5.5 UNIT 9' \•
otr�n t ' :. nK'i \'\'`` CEILING EL=Z0,6 7.655 SOFT. \r
+I •• 1 �. hriwii
:"n \ __ X• `�. i i (5 r;3`,.• .'.\"s_
U�f
�Z.
_ *'FLOOR EL=VARIES . I I `"
PARKING
'\ \v. \ \�"'S\'T"" CEILING EL=VARIES "- - `---- y.74t-SQ.FT. 1
t I _ ��y IN I +t.-.
1 \I[�Q 4[�II 3--- i \�) \_J.
Ca \ ,\., �\\\\ro .\ � '1l' \\`� :. \\'.\.r •.. Yap .. - \ �\,\• '.\Ar
ileum
ZT!"'0La4.i ELEV ELEVATOR
Et EIEVATfOat
SCALE.1'.30'
Page 2429 of 2497
EXHIBIT A
Page 2424 of 2497