Resolution 2025-33821 RESOLUTION NO. Z02533821
A RESOLUTION OF THE MAYOR AND CITY COMMISSION OF THE CITY OF
MIAMI BEACH, FLORIDA, APPROVING, IN SUBSTANTIAL FORM,
AMENDMENT NO. 2 TO THE LEASE AGREEMENT DATED MAY 25, 2018
BETWEEN THE CITY(LANDLORD)AND THE COLONY THEATER CAFE, INC.
D/6/A SEGAFREDO ZANETTI ESPRESSO (TENANT), FOR THE USE OF
APPROXIMATELY 1,092 SQUARE FEET OF CITY-OWNED PROPERTY,
LOCATED AT 1040 LINCOLN ROAD (DEMISED PREMISES), PLUS AN
ADDITIONAL STORAGEIDUMPSTER AREA; SAID AMENDMENT
APPROVING THE SECOND AND FINAL THREE (3) YEAR RENEWAL TERM
OF THE LEASE, COMMENCING RETROACTIVELY ON MARCH 1, 2024 AND
EXPIRING ON FEBRUARY 28, 2027, AND MODIFYING THE FINANCIAL
TERMS DURING SAID RENEWAL TERM IN ORDER TO ADDRESS THE
SUSTAINED REDUCTION IN REVENUES WHICH TENANT HAS
EXPERIENCED SINCE THE ADVENT OF THE COVID-19 PANDEMIC; AND
FURTHER AUTHORIZING THE CITY MANAGER TO FINALIZE AND EXECUTE
THE AMENDMENT.
WHEREAS, the City of Miami Beach holds fee simple ownership of the Colony Theatre
Condominium (the "Building"), located at 1040 Lincoln Road, which contains approximately 820
square feet of ground-floor restaurant space ("Restaurant Space" or"Unit 1"), 272 square feet of
concession area space ("Concession Area" or"Unit 2"), and approximately 12,113 square feet of
theater space (the "Theater Space" or"Unit 3"); and
WHEREAS, the City also owns a surtace parking lot, in close proximity to the Building,
having approximately 348 square feet(the "DumpstedStorage Area"), having a street address of
1100 Lincoln Road; and
WHEREAS, on May 25, 2018, pursuant to Resolution No. 2017-29834, the City executed
a new Lease Agreement("Lease")with the Colony Theater Cafe, Inc., a Florida corporatioq d/b/a
Segafredo Zanetti Espresso ("TenanY'), for an initial term of three (3) years commencing
retroactively on March 1, 2018 and ending February 28, 2021, with two (2) additional three (3)
year renewal terms for use of the Restaurant Space and Concession Area (collectively, the
"Demised Premises") and the DumpstedStorage Area; and
WHEREAS, the Tenant provides the concession services for the Colony Theatre
pertormances from the Concession Area; and
WHEREAS, the initial Base Rent for use of the Demised Premises was $200.55 per
square foot (PSF) ($18,250.00 per month), with a 2% annual increase throughout the term; and
the use of the Dumpster/Storage Area was $637.50 per month; plus insurance, real estate taxes
and utility costs; and
WHEREAS, in addition to the Base Rent payment, the Tenant was subject to an annual
percentage of gross receipts (PG) payment equal to 7% of total gross receipts for the Lease Year
less than the total amount of Base Rent paid for the given Lease Year; and
WHEREAS, prior to expiration of the initial term, the Tenant expressed an interest to
exercise the first renewal term for a period of three (3) years, with modifcations to the financial
terms; and
WHEREAS, Tenant argued that Lincoln Road had been in a downward trend since 2018
and that the COVID-19 pandemic had exponentially impacted fool-traffic and sales, as evidenced
by the increased vacancies along Lincoln Road; and
WHEREAS, on July 28, 2021, the Mayor and City Commission adopted Resolution No.
2021-31800, approving Amendment No. 1 to the Lease; said amendment approving the first
renewal term of the Lease and including the following modifications to the financial terms of the
Lease for the period from January 1, 2021 through February 28, 2024:
• Abatement of TenanPs obligation to pay Base Rent, insurance, real estate taxes,
use fee for the Dumpster/Storage Area, and the annual PG payment; and replacing
said obligations with a monthly PG payment equal to eight percent (8%) of the
to[al monthly gross receipts; and
WHEREAS, as the expiration of the first renewal term approached, City staff engaged
with the Tenant to discuss terms for a second renewal term, and to avoid business disruption
while negotiations continued, and the City and Tenant mutually agreed to a month-to-month lease
extension, effective March 1, 2024, through July 31, 2024, as documented in a Letter Agreement
dated January 17, 2024; and
WHEREAS, although an agreement was not reached before the expiration of the month-
to-month extension, the parties continued to discuss the terms for the third renewal term, and
following notifcation from Tenant, dated April 15, 2025, the parties agreed to modify the flnancial
terms of the Lease for the second renewal term, commencing retroactively on March 1, 2024 and
expiring on February 28, 2027 as follows:
• Modification of Financial Terms: Abatement of TenanYs obligation to pay Base
Rent, insurance, real estate taxes, use fee for the DumpstedStorage Area, and the
annual PG payment and replacing said obligations with a PG payment equal to:
Eight percent (8°/o) of gross receipts, retroactively applied from March 1, 2024,
through July 31, 2025; and Six percent (6%) of gross receipts during years 23,
from August 1, 2025 through February 28, 2027; and
• Termination for Convenience: Mutual termination for convenience right upon
sixty(60) days notice to the other party; and
WHEREAS, based upon the proposed modified terms, the City will not receive fxed Base
Rent, operating expenses, or real esta[e taxes forthe Demised Premises; however, the proposed
terms will maintain a percentage-based rent model, aligning both parties' interests by directlytying
the City's income to actual business pertormance, which structure encourages partnership and
reduces risk of tenant hardship during economic downtums, while allowing the City to share in
business growth; and
WHEREAS, Tenant has historically provided a dependable revenue stream and TenanYs
presence strengthens activation along Lincoln Road, supports the cultural mission of the Colony
Theatre, and enhances the area's appeat for residents and visitors; and
WHEREAS, based upon the foregoing, including the City's right to terminate for
convenience if the market changes, the City Manager recommends that the Mayor and City
Commission approve, in substantial form, Amendment No. 2 to the Lease, a draft copy of which
is attached to the City Commission Memorandum accompanying this Resolution as Exhibit "B";
said Amendment approving the second and final renewal term based upon the proposed modified
financial tertns.
NOW, THEREFORE, BE IT DULY RESOLVED BY THE MAYOR AND CITY
COMMISSION OF THE CITY OF MIAMI BEACH, FLORIDA, that the Mayor and City
Commission hereby approve, in substantial form, Amendment No. 2 to the Lease Agreement
dated May 25, 2018 between the City (Landlord) and the Colony Theater Cafe, Inc. d/b/a
Segafredo Zanetti Espresso (Tenant), for the use of approximately 1,092 square feet of City-
owned property, located at 1040 Lincoln Road (Demised Premises), plus an additional
storage/dumpster area; said Amendment approving the second and final three (3) year renewal
term of the Lease, commencing reUoactively on March 1, 2024 and expiring on February 28,
2027, and modifying the fnancial terms during said renewal term in orderto address the sustained
reduction in revenues which Tenant has experienced since the advent of the COVID-19
pandemic, and further, authorize the Clty Manager to fnalize and execute the Amendment.
PASSED and ADOPTED THIS�day of �4`�✓ 2025.
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ATTEST:
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Rafael E. Grenado, City Clerk Steven Meiner, Mayor
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APPROVED ASTO
FORM & LANGUAGE
,B�FOR EXECUTION
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CityAMorney Q(,.: Date
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Resolutions - C7 N
MIAMI BEACH
COMMISSION MEMORANDUM
TO: Honorable Mayor and Members of the City Commission
FROM: Eric Carpenler, City Manager
DATE: July 23, 2025
TITLE: A RESOLUTION OF THE MAYOR AND CITY COMMISSION OF THE CITY OF
MIAMI BEACH, FLORIDA, APPROVING, IN SUBSTANTIAL FORM, AMENDMENT
NO. 2 TO THE LEASE AGREEMENT DATED MAY 25, 2018 BETWEEN THE CITY
(LANDLORD) AND THE COLONY THEATER CAFE, INC. D/B/A SEGAFREDO
ZANETTI ESPRESSO (TENANT), FOR THE USE OF APPROXIMATELY 1,092
SQUARE FEET OF CITY-OWNED PROPERTY, IOCATED AT 7040 LINCOLN
ROAD (DEMISED PREMISES), PLUS AN ADDITIONAL STORAGE/DUMPSTER
AREA; SAID AMENDMENT APPROVING THE SECOND AND FINAL THREE (3)
YEAR RENEWAL TERM OF THE LEASE, COMMENCING RETROACTIVELY ON
MARCH 1, 2024 AND EXPIRING ON FEBRUARY 28, 2027, AND MODIFYING THE
FINANCIAL TERMS DURING SAID RENEWAL TERM IN ORDER TO ADDRESS
THE SUSTAINED REDUCTION IN REVENUES WHICH TENANT HAS
EXPERIENCED SINCE THE ADVENT OF THE COVID-19 PANDEMIC; AND
FURTHER AUTHORIZING THE CITY MANAGER TO FINALIZE AND EXECUTE
THEAMENDMENT.
RECOMMENDATION
The Administretion recommends that the Mayor and Ciry Commission adopt the ResoWtion
approving Amendment No. 2 lo the Lease Agreement with Colony Theater Cafe, Inc. d/b/a
Segafredo Zanetti Espressq for continued use of approximately 1,092 square feet of City-owned
property al 1040 Lincoln Road, plus additional storage and dumpster space.
BACKGROUNDIHISTORY
The City of Miami Beach holds fee simple ownership of the Colony Theatre Condominium, located
at 1040 Lincoln Road. This property consists of approzimately 820 square feet of ground-floor
restaurant space ('Restaurant Space" or"Unil 1")and 272 square feet of concession and srorage
afea ("ConcessiOn Area" Or "Unit 2"), tolaling roughly 1,092 square feet (collectively, the
"Demised"). Complementing this asset, the City also owns a nearby surface parking lot at 1100
Lincoln Road, which includes a 348 square foot area allocated for storege and dumpster use (the
"DumpsledStorage Area"). Bolh the Demised Premises and the DumpsledStorage Area fall within
the scope of the Lease Agreement.
On May 25, 2018, pursuant to Resolution No. 2017-29634, the City executed a new Lease
Agreement ("Lease") wilh the Colony Theater Cafe, Inc., a Florida Corporation d/bla Segafredo
Zanetti Expresso ("Tenant"). The Lease included an initial term of three years commencing on
March 1, 2018 and expiring on February 28, 2021 and two (2) three year renewal options. The
first renewal (March t, 2021 to February 28, 2024) was exercised and fnalized by Amendmenl
No. 1 pursuant ro Resolution No. 2021-81800, which shifted rent to a percenfage-of-gross-
receipts model and aba[ed certain operating expenses and real estale taxes in response to the
significant and sustained reduction in tenant revenues resulting from the COVID-19 pandemic.
As the first renewal term neared expiration, bolh parties soughl [o build on their longstanding
relationship and began negotiations for a second renewal. To ensure uninterrupted operalions
522 of 1791
while negotiations continued, the City and Tenant agreed to a month-to-month lease extension
from March 1, 2024 through July 31, 2024, as set forth in a Letter Agreement dated January 17,
2024.
During the extension period, [he City and Tenant participated in several rounds of diswssions
and proposal exchanges regarding the terms of a further renewal. Although a fnal amendment
was nol execuled before the expiration of the month-to-month extension, the Tenant formally
notified the City of its intention to continue ils tenancy and ezercise Ihe second renewal option
(see Exhibit"A°).
The proposed Second Amendment to ihe Lease Agreement reflects this mutual intent and
incorporates updated terms to address current economic conditions, as described below.
Key terms of Amendment No. 2 include:
� Premises and Parking Lot Use:
The Lease covers wntinued Tenant use and operation of the restaurant,concession, and srorage
spaces at 1040 Lincoln Road, as well as use of the DumpstedSrorage Area and assodated
parking lot at 1100 Lincoln Road.
Term:
Second and final three (3) year renewal term, commencing retroactively on March 1, 2024 and
expiring February 28, 2027.
� Financial Terms:
o (February 28, 2024—July 31, 2025): Rent equal�o eighl percent (8°/)of gross receipts, with all
prior fxed base rent, insurance, real estate taxes, and DumpstedS[orage Area fees abated.
o (August 1, 2025 — February 28, 2027): Rent equal to six percent (6°/)of gross receipts.
o No separate payments due to the City for insurance, real estate taxes, or DumpstedStorege
Area during the Second renewal term.
� Reporting:
Tenant continues to provide annual audited statements oi gross receipts, as defined in lhe Lease,
to assure transparency in rent calculations.
� Security:
TenanPs existing Irrevocable Letter of Credit in the amount of$50,187.51 will remain in place as
security for pertormance.
� Termination for Convenience:
Either party may terminate the Lease without cause upon sixty (60) days' written nolice to the
other.
ANALYSIS
The proposed Second Amendment supports ihe City's goal of maintaining an active, long-term
tenant at this important municipal property, while responding to evolving economic conditions. By
moving to a percentage of gross receipts rent structure with an eight percent (8%a) in year one
and six percent(6%)for most of years lwo and all of year three,the Clty's rental income is directly
aligned with the caf'e's actual business performance. This arrangement provides needed relief to
the Tenant in light of recenl revenue challenges, while annual audited statements maintain
transparency.
In addition to these fnancial terms, [he mutual sixty-day termination provision adds important
flexibility for both parties should market conditions change. With ihe Letter of Credit remaining in
place, the Ciry's financial interests wntinue to be protected. Collectively, these terms help ensure
523 of 1791
continued activation of Lincoln Road and support the City's cultural and fiscal objectives.
FISCAL IMPACT STATEMENT
The Second Amendment ensures Ihe City does not incur fnancial losses, as rental
income remains directly tied to the cafe's actual sales, and there is no obligation for the City to
subsidize
the tenant. Importantly, the Tenant remains fully responsible for all ongoing charges, including
utilities, maintenance, and any other cosls of occupancy. The existing requirement for an annual
auditetl statement of gross receipts strengthens rent cnmpliance, while the existing Lerier of
Credit continues to secure City interests. This slructure maintains a dependable revenue stream
for Ihe City while limiting financial exposure.
Does this Ordinance reauire a Business Im�act Estimate7
(FOR ORDINANCES ONLY)
If applicable, the Business Impact Estimate (BIE) was published on:
See BIE at: httns://www.miamibeachfLqovlcitv-halllcitv-clerk/meetinq-noticesl
FINANCIAL INFORMATION
CONCLUSION
The Administration recommends lhal lhe Mayor and City Commission adopt the Resolution
approving Amendment No. 2 to the Lease Agreement with Colony Theater Cafe, Inc. d/bla
Segafredo Zanetti Espresso, for continued use of approximately 1,092 square feet of City-owned
property at 1040 Lincoln Roatl, plus additional storage and dumpster space. This Amendment wifl
(i) approve the second and final ihree-year renewal term of the Lease, retroactive to March t,
2024 and expiring February 28, 2027; (ii)update the(nanciat terms during the renewal term, with
ren� set at eight percent (8%) of gross receipts in the first year and six percent (6%) for most of
year two (2)and all of year three(3); (iii)include a mutual sizty-day termination right; and further,
authorizing the City Manager to finalize and execute the Amendment.
Anplicable Area
South Beach
Is this a "Residents Riaht to Know" item. Is this item related to a G.O. Bond
pursuanl to CiN Code Section 2•174 Proiect?
No No
Was this Aqenda Item initiallv reauested bv a lobbvist which, as defined in Code Sec. 2081
includes a urincioal enqaqed in lobbvina7 No
If so, specify the name of lobbyist(s) and principal(s):
Oeoartment
Facilities and Fleet Management
524 of 1791
Saonsor(sl
Co-soonsorfsl
Condensed Title
Amendment 2 wl Colony Theater Ca(e (aka Segafredo), 1040 Lincoln Road. Ff
Previous Action IFor Citv Clerk Use Onlvl
525 of 1791
COLONY THEATER CAFE, INC.
grazianoGgraspagroup.com
April 15,2025
V1A E-MAIL
CITY OF�11AMI BEACH
RE: LHASEAGREEMENT BHTWEEN C1TY OF MIAMI BHACH, AS LANDLOKD,
AND COLONY THEATER CAFE, INC D/B/A SEGAFREDO ZANETTI
ESPRESSO, AS TENANT {the "Leaze"), FOR L2ASED PREMISF.S M THE
COLONY THEAI'ER CONDOMINIUM, IN LINCOLN ROAD, AS MORE
PARTICULARLY SET FORTH IN THE LEASE.
Deaz Sir/Madam:
1n connection with the abovc referenced Lesce, COLONY THF.ATER CAFE, 1NC, the
tenant,is interested in exercising its last �xtension option,that is,for the period imm August l,2024,
through dul y 31.2027(the"L•as[Option Period")under the Lease but only under the following tenns:
1. During 1he entire Last Op[ion Periuci (in lieu of Base Rent, i'enanPs Proportiunate Shaze of
pperating Expenses, Property Ta�c Payment, Insurance costs for the building as set forth in Section
3.2 of the l.ease, the Use Fee(Dumpster/Storage Area) as set forth in Section 32 of the Lcase, and
the Percentage rent as set forth in the Lease),"Cenant would pay monthly a rotal of eight perce�t(8%)
from the period ofAugust 1,2024 ro July 31,2025 and six percent(6%)from August I,2025 ro July
31. 2027 of Tenanf s monihty"�osc mceipt.s",as defined in the Lease,plus sales tar due thereon.
Let me know if'you have any questions ur comments.
Sincercly yout-�,
COLONY "CHEATER CAFE, INC.
G azian Sbroggio,Vice P ident
526 of 1791
EXHIBIT "B"
AMENDMENT NO. 2 TO LEASE
BETWEEN
THE CITY OF MIAMI BEACH
AND
COLONY THEATER CAFE, INC.
D/BIA SEGAFREDO ZANETTI ESPRESSO
This Amendment No. 2 ("Amendmenf') to Lease Agreement, dated May 25, 2018
("Lease"), by and between Ihe CITY OF MIAMI BEACH, a municipality existing under the
laws of the Slate of Florida, having its principal place of business at 1700 Convention
Center Drive, Miami Beach, Florida 33139("City" or"Landlord"), and COLONY THEATER
CAFE, INC., a Florida wrporation, d/h/a Segafretlo Zanetti Espresso, having its principal
place of business at 1040 Lincoln Road, Miami Beach, FL 33139 ("TenanC), is en[ered
into this _day of , 2025:
RECITALS
WHEREAS, pursuant to Resolution No. 2017-29834, the City and Tenant
executed the Lease on May 25, 2018; and
WHEREAS, ihe initial term of said Lease was fa Mree (3) years, commencing
March 1, 2018 and ending February 28, 2021, with lwo (2) options ro renew for three (3)
years each; and
WHEREAS, the initial term ezpired on February 28, 2021; and
WHEREAS, on July 28, 202�.Me Mayor and Ciry Commission adop[ed Resolution
No. 2021-31800, approving Amendment No. 1 to the Lease; said amendment approving
the first renewal term of the Lease, ending on February 28, 2024, and including the
following modifications to fhe fnancial terms of the Lease for the period from January 1,
2021 through February 28, 2024: Abatement of Tenant's obligation to pay Base Rent,
insurance, real estate taxes, use fee for the DumpstedS[orage Area, and the annual
percentage of gross receipts (PG) payment; and replacing said obligations wilh a monihly
PG payment equal to eigh[ percent (8%) of tbe total monthly gmss receipts, which
Amendment No. 1 was executed by the parties on September 13, 2021; and
WHEREAS, Tenant has now requested, and the parties desire to enter inro,
Amendment No. 2 to the Lease ("AmendmenC'); said Amendment approving the second
antl Final three (3) year renewal term, under the following modified fnancial terms:
• Modi£cation of Financial Terms for Secontl Renewal Term: Abatement
of Tenant's obligation to pay 8ase Rent, insurance, real estate laxes, use
fee for the Dumps[edStorage Area, and the annual PG payment and
replacing said o6ligations with a PG payment equal to: Eight percent(8%)
of gross receipts, retroactively applied from March 1, 2024, through July
i
527 of 1791
31, 2025; and Six percent (6°/) of gross receipts from August 1, 2025 through February
28, 2027; and
• Termination for Comenience: Mutual lermination for convenience right
upon sizty (60) days notice to the o[her party, as more particularly
described herein; and
WHEREAS, on July 23, 2025,the Mayor and City Commission adopted Resolution
No. ,approving, in substantial form,Amendment No. 2 to the Lease
to effectuate these terms; and
WHEREAS, the City and Tenant wish to clai�fy that the DumpstedStorage Area is
depicted in Exhibit 2 to the Lease.
NOW, THEREFORE, in consideretion of the mutual promises and conditions
containetl herein, and other good and vaivable considerafion, the sufficiency of which is
hereby acknowledged, the City and Tenant agree to amend the Lease as follows:
t. ABOVE RECITALS.
The above recitals are We and correci and are incorporeted as part of this
Amendment.
2. RENEWAL TERM.
The Lease is hereby amended to provide for a second and final renewal term
commencing retroactively on March 1, 2024 antl expiring on February 28, 2027.
3. INDEMNIFICATION PROVISIONS SURVIVE EXPIRATION OR TERMINATION
OF LEASE. The indemnification provisions contained in Sections 14.1, 19.1.1, 20,
21, 33, and 38 shall survive the expiretion or termination of Ihis Lease.
4. MODIFICATIONS.
Nolwithstanding any provision to ihe contrary in [he Lease or any prior amendment, the
following modified financial terms will apply during the second renewal term:
(a) During fhe period bom March 1, 2024 through February 28, 2027 {"Rent Relief
Period"), the following Base Rent and Additional Rent payments shall be
abated:
(1) Base Rent, as defined in Section 3.1;
(2) Property Tax Payment, as defned in Section 32.12;
(3) Insurance costs for the building, as defned in Section 32.1.3; and
(4) Use Fee for DumpstedStorage Area in subsection 3.22.
(b) Effective as of March 1, 2024, Section 3.4 of the Lease shall be deleled in its
entirety and replaced with the following:
,
528 of 1791
3_4 Percentaae of Gross
3.4.1 Durinv the Rent Relief Period Tenant shall oav the Landlord the followina
monthlv percentaoe of qross receiots (PG) oavment due bv the 15'"dav of
the followino month:
. For the oeriod from March 1. 2024 throuah Julv 31. 2025 Tenant
will oa,y rent eaual to eiaht percent B%1 of oross receiots calculated
monthlv.
. For the period from Auaust 1 2025 throuqh Febmary 28 2027
Tenant will oav rent eaual to six oercent B%1 of qross receiots. calculated
monthlv.
3.42 The term "aross receipts"is understood to mean all income received bv the
Tenant from all sales made bv Tenant of food. beveraqes aod
merchandise in on or from the Demised Premises inclusive of the receiots
qenerated bv the sidewalk caf� (less retums or refunds) excludino
amounts of anv Federal. State or CiN sales tax aovernmentaf imoosition
assessment. charae or exoense of anv kind, collected bv the Tenant from
customers and reouired bv law to be remitted lo the taxina or other
qovernmental authoriN.
Notwithstandina ihe foreaoina "aross receipts" shall also nol include anv
of the fo!lowina:
(a) gr�uities to emnlovees paid bv TenanYs oatrons or cuslomers
(even if included in the check to ihe oatron or customerY
{b) food and bevereaes served lo emo�ovees of Tenant at no cost�
(c) footl and beveraoes orovided bv wav of oromotions or oromo check:
or
(d) a walkouf(i.e. a meal served but not oaid forl
3.4.3 On or before the fikeenth (15�1 of each month dunna the initial term or anv
aooroved renewal term. Tenant shall preoare and deliver to Landlord at the
olace where rent is oavatrle a copv of TenanPs Sales antl Use Tax Retum
{Form DR-i5CS or DR15-EZ)fled with the Florida Deoartment of Revenue
reportinq Gross Sales made from the Demised Premises durina the
orecedina calendar auarter which shall be broken down bv month or such
other documentation aooroved bv Landbrd.
(c) ENective as of March 1, 2024. Subsection 23 of the Lease shall be deleted in
its entirety antl replaced with ihe following;
2.3 Parties' Mutual Termination ftiqfit.
The City throuqh its Citv Manaaer and Tenant throuah ils authorizetl
reoresenfative herebv reserve the riaht to terminale this Lease without cause and
for their convenience. uoon orovidina the other partv wilh a minimum of sixtv (60)
days prior written notice f'Effective Date of Termination"1. In fhe event of
termination bv the CiN pursuant to this Subsection 2.3 Tenant herein
acknowledaes and aqrees Ihat it shall not have am claim demand or cause of
action of whatsoever kind of nature aaainst the CiN its aaents servan[s and
529 of 1791
emolovees includina but not limited to claims for anv start-uo costs and/or
interference in its concession o�emtions. Additionallv in no event shall the CitY
be liable to Tenant for anv indirect incidental soecial lost orofts or conseauential
damaaes. In the event of termination under this Subsection 2.3 bv the CiN or
Tenant the �artv terminatinq the Lease shall be released from anv further
obliaations under the Lease from the Effective Date of Termination forward exce�t
as to those orovisions or obliaations which accrued Drior to lhe Effective Date of
7ercnination or which are intended io survive expiration or termination of the Lease
induding without limitation the indemnifcation �rovisions contained in Sections
74.1 19.1.1 20 21 33, and 38.
(d� Effective as of the dale the parties execute this Amendment, the following new
Sections 40—43 are hereby included as part of ihe Lease:
40. Tenant's Comoliance with Anti-Human Traffickina Laws.
Tenant agrees to comply w�th Sedion 787.p6, Florida Statutes, as may be amended from
time to time, and has executed the Certification of Compliance with Anti-Human Traffcking
Laws, as required by Section 787.06(13), Flonda StaWtes, a copy of which is attached
hereto as Ezhibit 3.
41. Prohibition on ConVactina with a Business Enaaaina in a Bovcott.
Tenant warrants and represents tha[ it is not currently engaged in, and will not engage
in, a boycott, as defined in Section 2375 of the City Code. In accordance with Section
2-375.1(2)(a) of the City Code, Tenant hereby certifies that Tenant is not currently
engaged in, and agrees for the duration of the tertn ot the Lease to not engage in, a
boycott of Israel.
42. Prohibition Aaainst Contractin9 with Foreiqn Countries of Concern when
an Individual's Persona!Idenlilv'rrw lnformation mav be Accessed.
Tenant hereby agrees to comply with Section 287.136, Florida Statutes, as may be
amended from time Io time, whicb states that as of January 1, 2024, a governmental entiry
may not accept a bid on, a proposal for, or a reply to, or enter into, a contract with an entity
which would grantthe en6ry access to an individual's personal identifying information (PII),
unless lhe entity provides the govemmental entity with an affdavit signed by an officer or
representative of ihe entity under penalty of perjury attesting Ihat the entity does not meet
any of the criteria in Paragraphs 2(a)-(c)of Section 287.138, Florida Statutes: (a)the entity
is ownetl by a govemment of a foreign country of concern; (b)Ihe govemment of a foreign
counlry of concem has a wntrolling interest in the entity; or (c) the entity is organizetl
under the laws of or has its principal place of business in a foreign country of concern
(each a 'Prohibited Entity"). A foreign country of concem is defned in Section 287.138
(1)(c), Fbrida SlaWtes, as may be amended from time to time, as the People's Republic
of China, the Russian Federation, ihe Islamic Republic of Iran, the Democretic People's
Republic of Korea, the Republic of Cuba, the Venezuelan regime of Nicolas Maduro, or
the Syrian Arab Republic, including any agency of or any other entity of significant control
of such foreign coun[ry of wncem. Additionally, beginning July 1, 2025, a govemmental
entity may nol extend or renew a coniract with a Prohibited Entity. Tenant warrants antl
represents that it does not fall within [he definition of a Prohibited Entity, and as such, has
caused an authorized representative of Tenant to execute the "Prohibitlon Against
4
530 of 1791
Contracting with Entities of Foreign Coun[ries of Concem AffidaviP', incorporated herein
by reference and attached hereto as Exhibit 4.
43. Prohibition on Contractina with an Individual or EntiN Which Has
Performetl Services for Comoensation to a Candidate for Citv Elected Offce.
Tenant warrants and represents that, within two(2)years prior to the date in which Tenant
executes this Amendment, Tessee has not received compensation for services performed
for a candidate for City elected offce, as wntemplated by the prohibitions and exceptions
of Section 2-379 of the Ciry Code.
For the avoidance of doubt, the restrictions on contracting witb the City pursuant to
Section 2•379 of lhe Ciry Code shall not apply lo the following:
a. Any individual or entiry that provides goods to a candidate for office.
b. Any individual or entity that provides services to a candidate for office if
those same services are regularly performed by the individual or entity in
the ordinary course of business for clients or customers other than
candidates for office. This indudes, without limita�ioq banks, telephone
or intemet service providers, printing companies, event venues,
restaurants, caterers, hansportation providers, and ofice supply vendors.
c. Any individual or entfty which performs licensed professional services
(including for example, legal or accounting services.
5. RATIFICATION.
Except as amended fierein, all other tertns and conditions of the Lease shall remain
unchanged and in full force and effect. In the event there is a conflict between the
provisions of this Amendment and the Lease, ffie provisions of this Amentlment shall
govern.
THE REMAINDER OF THIS PAGE IS INTENTIONALLY LEFT BLANK.
531 of 1791
IN WITNESS WHEREOF, the parties hereto have caused this Amendment to be
executed by their appropriate offcials, as of the date f rst entered above.
FOR LANDLORD: CITY OF MIAMI BEACH
ATTEST:
By:
Rafael E. Granado, City Clerk Eric T. Carpenter, City Manager
Date
FOR TENANT: COLONY THEATER CAFE, INC.
ATTEST:
BY� President
Secretary
Print Name Print Name
Date
r,
532 of 1791
Exhibil3
Anti-Human Tre�cking A�davit
In accordance with Section 787,06 (13), Fforida Statutes, the undersigned, on behatf of
Tenant hereby attests under penalty of peryury that Tenant does not use coercion for labor
or services as defined in Sec[ion 787.06, Florida Statutes, entitled "Human Trafficking".
I understand that I am swearing or affvming under oath to the lruthfulness of the claims
matle in this affidavi� and that the punishment for knowingly making a false s�afement
includes fines and/or imprisonment.
The undersigned is authorized to execute this affdavit on behalf of Tenant.
Tenant:
Colony Theater, Inc., a Florida corporetion
NamelTitle: (Address)
State of
Counry of
The foregoing instrument was acknowledged before me by means of O physical presence
or ❑ online notarization, this _ tlay of , 202_ by
, as of
, a corporation, known to me to
be the person described herein, or who produced
as idenC�fication, and who didldid not take an oath.
NOTARY PUBLIC:
(Signature)
(Print Name)
My commission expires:
�
533 of ll91
EXHIBIT 4
Prohibition Agai�st Contracting With Foreign Countries Of Concern Affidavit
In accordance with Section 287.138. Florida Statutes, incorporated herein by reference, Ihe
undersigned, on behalf of Tenant, hereby attests under penalty of perjury that 7enant dces
not meet any of Ihe following criteria in Paragraphs 2(a)-(c)of Section 287.138, Florida StaWtes�
(a) Tenant is owned by a govemment of a foreign country of concem; (b) the govemmeM of a
foreiqn couniry of concem has a controlling in�erest in Tenant;or(c)Tenant is organized under the
laws o�or has its principal place of business in a foreign country o(concem.
I understand that I am swearing or affirming under oath, under penalties of perjury, to the
trulhfulness of the claims made in this affdavit and that the punishment for knowingly
making a false statement includes fines and/or imprisonment.
The undersigned is authurized to execute this affidavit on behalf oi Tenant.
Tenant
Colnny Theater, Inc., a Florida corporation
Name(fitle: (Address)
State of
County of
The foregoing instrument was acknowledged before me by means of O physical presence
or ❑ online notarizatlon, this _ tlay of , 202_ by
_, as of
, a corporation, known to me to
be ihe person descnbed hereiq or who produced
as identification, and who did/ditl not take an oath.
NOTARY PUBLIC:
(Signature)
(Print Name)
My commission expires:
R
534 of 1791