HomeMy WebLinkAboutSecond Amendment to Lease Agreement Vidal Tan Soon, Inc.
;OO~ - ,;,,~ $:<
C 7/5 - 9/b)OW,
CONSENT TO ASSIGNMENT
AND
SECOND AMENDMENT TO LEASE AGREEMENT
This Consent to Assignment and Second Amendment to Lease Agreement is
entered into this 6th day of September, 2006 by and among the CITY OF MIAMI
BEACH, a municipal corporation, whose address is 1700 Convention Center Drive,
Miami Beach, Florida, 33139 (City and/or Landlord); Vidal Tan Soon, Inc., a Florida
corporation, whose principal address is 9601 South Dixie Highway, Miami, Florida,
33156, as Tenant and Assignor of that certain Lease Agreement, dated February 23,
2004 (as amended); and Damian J. Gallo & Associates, Inc., a Florida corporation,
whose principal address is 2400 Red Road, Miami, Florida 33155, as the new Tenant
and Assignee under said assignment as herein below consented to by the City.
WITNESSETH:
WHEREAS, the City has been leasing to Tenant/Assignor, Vidal Tan Soon, Inc.,
the City-owned property, located at 767 1 th Street, Miami Beach, Florida, for
Tenant/Assignor's use as a tanning salon under the terms and conditions of that certain
Lease Agreement, dated February 23,2004 (as amended); and
WHEREAS, the Tenant/Assignor, Vidal Tan Soon, Inc., and the new
Tenant/Assignee, Damian J. Gallo & Associates, Inc., have agreed to an amendment
and assignment of said Lease Agreement; and
WHEREAS, the aforestated assignment requires the City's consent; additionally,
the parties hereto wish to further amend the Lease Agreement; and
WHEREAS, the forgoing Second Amendment and Assignment of the Lease
Agreement shall have an effective date of September 15, 2006, and remain in effect
throughout the remainder of the current term, scheduled to expire on April 14, 2009.
NOW THEREFORE, the City, Tenant/Assignor, and the new Tenant/Assignee,
for and in consideration of the mutual covenants, agreements and undertakings herein
contained, do by these presents mutually covenant and agree to assign and amend the
Lease Agreement, as follows:
1. Landlord, City of Miami Beach, Florida, hereby consents to the assignment of the
Lease Agreement, from Vidal Tan Soon, Inc. (also referred to as
Tenant/Assignor), to Damian J. Gallo & Associates, Inc. (also referred to as new
Tenant/Assignee). Tenant/Assignor and new Tenant/Assignee hereby
acknowledge and agree to said assignment, and Tenant/Assignee further agrees
to be bound by the terms and conditions of the Lease Agreement, as further
amended by this Consent to Assignment and Second Amendment to Lease
1
Agreement; all as further evidenced by the parties' execution of the Consent to
Assignment, attached hereto and incorporated herein as Exhibit A-1.
2. Upon execution of the Consent to Assignment and Second Amendment to Lease
Agreement, and for purposes of interpreting the cumulative agreements (i.e. the
Lease Agreement, the Second Amendment to Lease Agreement and the
Consent to Assignment), the term "Tenant" and Tenant/Assignee shall be
considered one and the same, and Damian J. Gallo & Associates, Inc. shall be
deemed the new Tenant for purposes of the Lease. All references to Tenant,
under the Lease, as amended, shall hereinafter be deemed to refer to Damian J.
Gallo & Associates, Inc.
3. The first (1st) sentence of Section 4 of the Lease Agreement, entitled "Security
Deposit", on Page 1 of 16 of said Agreement, is deleted in its entirety and
replaced with the following new sentence, with the remaining language in Section
4 remaining as is.
(4) On or prior to the Commencement Date. Tenant shall pay to the
City a Security Deposit. in the amount of Six Thousand Dollars
{$6.000).
4. Section 6 of the Lease Agreement, entitled "Use of Premises", on Page 2 of 16 of
said Agreement, shall be amended to delete the reference to Tenant's use and
operation of the Premises for purposes of a Tanning Salon, Beauty Salon, and
related sales and services, and replace said reference to provide for Tenant's
use of the Premises for general office use(s) including, without limitation a
construction consulting office.
Additionally, the following new paragraph is added to Section 6:
Tenant may use the Premises to provide buildino plans and permittinQ
processing services. which services may reauire Tenant to interact. from
time to time. with City of Miami Beach officials and emplovees. actino in
their regulatorv capacity. Notwithstandino the precedina. 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 aQent and/or representative of the City of Miami Beach. nor that. bv
virtue of this Lease. Tenant derives any special benefit and/or
consideration from the City of Miami Beach (actina in its reaulatorv
capacity) with reQard to Tenant's provision of plans and permit processing
services to third parties. Anv violation of this paraoraph bv Tenant shall be
deemed as an automatic default under the Lease and. notwithstandina
any other provision set forth herein. shall entitle the City to automaticallv
terminate the Lease. without further notice to Tenant. and without liabilitv
to the City.
2
5. The third paragraph of Section 24, entitled "Assignment and Subletting", located
on Page 10 of 16 of the Lease Agreement, shall be deleted in it entirety as
follows:
Ten::mt shall have the right to sub loase space in the Promises to beauty
salon technicians.
6. Section 37, entitled "Service of Notice and Address of the Parties", on Page 13 of
16 of the Lease Agreement, shall be amended, in part (deleted items struck
through and inserted items underlined), to reflect the new Tenant and Landlord
contact information as follows:
The address for notices to Tenant is:
Vidal Tan Soon, Inc.
Attention: Mike Vidal
12188 S\"! 128tA Stroet
Miami, FL 33186
Damian J. Gallo & Associates. Inc.
Attention: Damian J. Gallo
2400 Red Road
Miami. Florida 33155
All notices to the Landlord shall be given to the Landlord at:
City Manager
City of Miami Beach
1700 Convention Center Drive
Miami Beach. FL 33139
With copies to:
Asset ManaQer
City of Miami Beach
1700 Convention Center Drive
Miami Beach. FL 33139
7. Except as otherwise specifically amended herein, all other terms and conditions
of the Lease Agreement by and between the Landlord and Tenant shall remain in
full force and effect. In the event there is a conflict between the provisions
provided herein and the Lease Agreement, the provisions of this Consent to
Assignment and Second Amendment to Lease Agreement shall govern.
3
IN WITNESS WHEREOF, the Landlord, Tenant/Assignor and the new Tenant/Assignee
have hereunto affixed their respective hands and seals at the place, and on the day and
date first hereinabove written. Signed, sealed and delivered in the presence of:
Attest:
.
~a ftU~
Robert Parcher, City Clerk
Attest:
Landlord:
CITY OF MIAMI BEACH, FLORIDA
Vice-Mayor Jerry Libbin
New Tenant/Assignee:
DAMIAN J. GALLO & ASSOCIATES, INC.
F:\DDHP\$ALL \ASSET\777 -17th Street\Vidal\ConsentT oAssignment&2ndAmendment. DOC
4
APPROVED AS TO
FORM & LANGUAGE
a fOR EXECUTION
:tl ::J.~~
EXHIBIT A-1
CONSENT TO ASSIGNMENT
of the Lease Agreement dated February 23, 2004 (as amended)
This Assignment is being entered into on this ~ day of September 2006, by and
between VIDAL TAN SOON, INC. ("Tenant/Assignor"), a Florida corporation, and
DAMIAN J. GALLO & ASSOCIATES, INC., a Florida corporation ("Tenant/Assignee")
whose principal address is 2400 Red Road. Miami. Florida 33155.
WITNESSETH, that for valuable consideration in hand paid by the Tenant/Assignee
to the Tenant/Assignor, receipt of which is hereby acknowledged, the Tenant/Assignor
hereby assigns and transfers to the Tenant/Assignee and Tenant/Assignee hereby
accepts, all of its right, title and interest in and to the following described agreements:
Tenant/Assignor's rights under that certain Lease Agreement (as
amended) by and between the City of Miami Beach (City) and Vidal Tan
Soon, Inc., dated February 23, 2004 , for the Tenant/Assignor's lease of
the City-owned property located at 767 17th Street, Miami Beach, Florida,
encompassing one thousand seven hundred square feet (1,700 sq. ft.).
Provided, however, no warranties of any kind whatsoever are made incident to this
Assignment.
IN WITNESS WHEREOF, the Tenant/Assignor and Tenant/Assignee have executed
this Assignment on the day and year first above written.
By:
Attest:
By:
Attest:
5
Date: 4 - .:2...2 - DL.
Date: tJ -.....u - 0 to
Date: IJ -.,:J..:2 - at
Date: /"1-~ - 0&