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2023-034A
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2023-034A
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Last modified
7/6/2023 11:17:16 AM
Creation date
7/6/2023 11:06:52 AM
Metadata
Fields
Template:
Official Documents
Official Document Type
Lease
Approved Date
02/07/2023
Control Number
2023-034A
Agenda Item Number
8.K.
Entity Name
Flowsmart Sebastian, LLC dba Five Guys
Subject
Agreement of Lease, 1919US Hwy 1 Sebastian
Document Relationships
2023-034
(Cover Page)
Path:
\Official Documents\2020's\2023
2023-034B
(Agenda)
Path:
\Official Documents\2020's\2023
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"OFAC" and/or on any other similar list maintained by OFAC pursuant to any authorizing statute, <br />executive order or regulation (collectively, the "List" , and (B) not a person or entity with whom a <br />citizen of the United States is prohibited to engage in transactions by any trade embargo, economic <br />sanction, or other prohibition of United States law, regulation, or Executive Order of the President of <br />the United States, (ii) none of the funds or other assets of Tenant constitute property of, or are <br />beneficially owned, directly or indirectly, by any Embargoed Person (as hereinafter defined), (iii) no <br />Embargoed Person has any interest of any nature whatsoever in Tenant (whether directly or indirectly), <br />(iv) none of the funds of Tenant have been derived from any unlawful activity with the result that the <br />investment in Tenant is prohibited by law or that the Lease is in violation of law, and (v) Tenant has <br />implemented procedures, and will consistently apply those procedures, to ensure the foregoing <br />representations and warranties remain true and correct at all times. The term "Embargoed Person" <br />means any person, entity or government subject to trade restrictions under U.S. law, including but not <br />limited to, the International Emergency Economic Powers Act, 50 U.S.C. § 1701 et sea., The Trading <br />with the Enemy Act, 50 U.S.C. App. 1 et sea., and any Executive Orders or regulations promulgated <br />thereunder with the result that the investment in Tenant is prohibited by law or Tenant is in violation <br />of law. <br />(b) Tenant covenants and agrees (i) to comply with all requirements of law relating to <br />money laundering, anti-terrorism, trade embargos and economic sanctions, now or hereafter in effect, (ii) <br />to immediately notify Landlord in writing if any of the representations, warranties or covenants set forth <br />has a reasonable basis to believe that they may no longer be true or have been breached, (iii) not to use <br />funds from any "Prohibited Person" (as such term is defined in the September 24, 2001 Executive Order <br />Blocking Property and Prohibiting Transactions With Persons Who Commit, Threaten to Commit, or <br />Support Terrorism) to make any payment due to Landlord under the Lease and (iv) at the request of <br />Landlord, to provide such information as may be requested by Landlord to determine Tenant's <br />compliance with the terms hereof. <br />(c) Tenant hereby acknowledges and agrees that Tenant's inclusion on the List at any <br />time during the Lease Term shall be a material default of the Lease. Notwithstanding anything herein <br />to the contrary, Tenant shall not permit the Leased Premises or any portion thereof to be used or <br />occupied by any person or entity on the List or by any Embargoed Person (on a permanent, temporary <br />or transient basis), and any such use or occupancy of the Premises by any such person or entity shall <br />be a material default of the Lease. Tenant hereby acknowledges and agrees that Tenant's inclusion on <br />the List at any time during the Lease Term shall be a material default of the Lease. Notwithstanding <br />anything herein to the contrary, Tenant shall not permit the Leased Premises or any portion thereof to <br />be used or occupied by any person or entity on the List or by any Embargoed Person (on a permanent, <br />temporary or transient basis), and any such use or occupancy of the Premises by any such person or <br />entity shall be a material default of the Lease. <br />20.19 Waiver of Certain Landlord Lien Rights. Tenant shall have the right to finance and to <br />secure under the Uniform Commercial Code or otherwise, inventory trade fixtures. :furnishings, <br />furniture, equipment, machinery, and other personal property located at the Leased Premises which is <br />not owned or leased by Landlord. Landlord hereby waives any and all statutory and common law lien <br />rights which Landlord may have relating to Tenant's personal property and all rights of distraint against <br />such property. Landlord agrees to execute such written waiver and release of liens as Tenant may <br />reasonably require. Notwithstanding the foregoing, if Tenant fails to remove any such items at the <br />expiration or earlier termination of this Lease, such items shall become the property of Landlord. <br />29 <br />
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