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HomeMy WebLinkAbout2008-093A(2a la. a - LEASE AGREEMENT BETWEEN INDIAN RIVER COUNTY AND JERALDINE LAWRENCE THIS LEASE AGREEMENT (the "Agreement') is entered into by and between Jeraldine Lawrence, a sole proprietor, ("Tenant"), 1959 43rd Avenue, Vero Beach, FL 32960 and Indian River County, a political subdivision of the State of Florida, 1801 27th Street, Vero Beach, FL 32960, (the "County") as of the date set forth below as the effective date (the "Effective Date") - BACKGROUND FACTS WHEREAS, on March 18, 2008, the Board of County Commissioners agreed to purchase the real property located at 1959 43rd Avenue, Vero Beach, FL 32960, (the "Premises" and "Lennies Lounge") the sketch and legal descript is attached as Exhibit "A" and incorporated by reference herein; and WHEREAS, tenant owns and operates Lennies Lounge, a bar/tavern business on the property; and WHEREAS, as part of the purchase agreement, the County offered to lease the premises back to Tenant following closing of the sale and purchase agreement; and WHEREAS, Tenant is desirous of entering into this Lease Agreement and has represented to County that she has the competency and experience to perform the services set forth in this agreement; and WHEREAS, the County is now the owner of 1959 43rd Avenue, Vero Beach, FL 32960 Tenant represents that it needs 60 days in which they will conclude the existing Lennies Lounge and move it to a new location; and and WHEREAS, the County's intent lease to Tenant for a period of not more than 60 days; WHEREAS, Tenant and the County's contact information regarding this Agreement is: FOR COUNTY: Indian River County c/o Tom Frame, Director General Services 1801 27th Street Vero Beach, Florida 32967 FOR TENANT: Jeraldine Lawrence 1959 43rd Avenue Vero Beach, FL 32960 NOW THEREFORE, in consideration of the mutual benefits to be derived from this agreement and other valuable consideration, the receipt and sufficiency of which is hereby acknowledged, the parties, intending to be legally bound agree as follows: SECTION I - LEASE Background Facts. The Background Facts are agreed to be true and correct are incorporated herein by this reference. 1 1. Property and Term of Lease. The County leases to Tenant and Tenant leases from County, the property located at 1959 43rd Avenue, Vero Beach, FL 32960, currently known as Lennies Lounge consisting of approximately 0.26 acres, as more particularly described on Exhibit "A" attached hereto and incorporated by reference herein. The term of the lease shall be sixty (60) days commencing on April, 2008 and terminating on June --5 , 2008. The rent shall be paid at the rate of One Dollar ($1.00) per month payable in advance on the first day of each month. . 2. Length of Lease. The Lease shall be for an original fixed term of sixty days from the date of execution subject to early termination pursuant to its term. This lease is entered into conditioned upon Tenant's assurances that no extension is needed. Extension of the lease shall be at the sole pleasure of the Board of County Commissioners. 3. Use of Leased Premises. During the term of this Agreement, Tenant shall use the leased premises for operation of a bar/tavern and for no other purpose. Tenant shall not use the premises, or any part thereof, or permit the same to be used for any illegal, immoral, or improper purposes; not to make, or permit to be made, any disturbance, noise, or annoyance whatsoever detrimental to the premises or the comfort and peace of the inhabitants of the vicinity of the premises. Violation of this term of the lease shall be grounds for immediate cessation of the operation of the bar/tavern and eviction from the premises. 4. Utilities and Equipment. Tenant shall pay all utilities including garbage removal. Tenant shall be responsible for all maintenance and repair of any equipment or fixtures in or on the Premises. 5. Assignment and Subletting. Tenant shall not assign the lease or the leasehold estate granted to her under the lease to any other person, firm or entity. Any attempted assignment of the lease or the leasehold estate granted under the lease shall be void and may, at the sole option of the County, be deemed an event of default under the lease. 6. Prohibition on Encumbrances. Tenant shall not mortgage, pledge, or encumber the lease, in whole or in part, or the leasehold estate granted under the lease, to any other person, firm or entity. Any to do so shall be void and may, at the sole option of the County, be deemed an event of default under the lease. This covenant shall be binding on Tenant's successors in interest. 7. Employees Hired by Tenant. All Tenant's employees shall be considered to be at all times her sole employees and not employees or agents of Indian River County. S. Complaints Concerning Operations. The County or its representative may submit a written report to Tenant enumerating problem areas encountered. Tenant will provide written documentation of action to be taken to resolve problems. 9. Termination by the County. The County reserves the right to terminate the agreement at any time, upon five (5) days advance written notice to the Tenant if any term of this lease is breached or if Tenant is notified of problems with operation of the premises and Tenant has not cured the deficiencies. 2 10. Bankruptcy. If Tenant is adjudged bankrupt, either voluntary or involuntary, the County may terminate this Agreement effective on the day and time the bankruptcy petition is filled and may proceed to provide service as previously outlined. 1. Sale of Alcoholic Beverages. Tenant's sale of alcoholic beverages shall be in strict accordance with the laws of the State of Florida and in strict accordance with all local ordinances. Violation of this part of the Aereement shall be cause for immediate termination of this Lease Aereement and immediate cessation of the operation of the bar/tavern. A. Tenant represents that all her employees have attended periodic Beverage Law training and maintain all certifications required by law. B. Tenant will be required to pay all taxes and timely remit any reports or paperwork associated with the sale of alcoholic beverages. Tenant shall maintain accurate records relating to the sale of alcoholic beverages. 2. Hours of Operation. Tenant shall abide by all laws and ordinances regarding the hours of operations for Lennies Lounge and the hours when alcoholic beverage may be lawfully served. 3. Improvements. Tenant agrees that all improvements and any changes made to the facility shall be at her sole expense and must have the prior approval of the County or it's representative. Further, the forgoing approval shall not be deemed to be the approval of the County Building Department or any other regulatory arm of the County. 4. Occupational and Other Taxes. Tenant shall pay all taxes which shall be imposed or assessed by any and all governmental authorities in connection with the business or operation conducted under this agreement. 5. Compliance with Laws. Tenant shall meet all federal, state, county and municipal laws, ordinances, policies, and rules applicable to the operation of Lennies Lounge 6, Public Relations. Tenant shall maintain good public relations with users of the facility and cooperate with Indian River County officials in all matters pertaining to the area. 7. Garbage and Disposal. Tenant shall comply with the standards of franchise garbage and disposal collection specifications. 8. Personal Property. Any and all personal property placed on the premises by the Tenant or her employees shall be at their own risk and the County shall not be liable for any damage or loss to said personal property for any cause whatsoever. Tenant will purchase and SECTION IV - INSURANCE 1. Indemnification and Insurance. Tenant shall not operate Lennies Lounge until she has obtained all the insurance required under this section, and until such insurance has been approved by the County. Tenant will purchase and maintain such insurance as follows: 3 A. Workers' Compensation Insurance: Tenant shall procure and maintain workers' compensation insurance to the extent required by law for all her employees to be engaged in work under this agreement. In case any employees are to be engaged in hazardous work under this contract and are not protected under the workers' compensation statute, the Tenant shall provide adequate coverage for the protection of such employees. B. Public Liability Insurance: Tenant shall procure and shall maintain broad form commercial general liability insurance (including contractual coverage) and commercial automobile liability insurance in amounts not less than shown below. The County shall be an additional named insured on this policy with respect to all claims arising out of the operations or work to be performed. C. Commercial General Liability (other than automobile) i) Premises/Operations ii) Products/Completed Operations iii) Personal Injury iv) Contractual Liability v) Liquor Liability D. Business Auto Liability i) Owned/Leased Automobiles ii) Non -Owned Automobiles iii) Hired Automobiles $500,000 combined single limit for bodily injury and property damage $500,000 combined single limit for bodily injury and property damage 2. Proof of Insurance: Tenant shall furnish the County a certificate of insurance in a form acceptable to the County for the insurance required. Such certificate or an endorsement provided by Tenant must state that the County will be given thirty (30) days written notice prior to cancellation or material change in coverage. Copies of an endorsement naming County as Additional Insured must accompany the Certificate of Insurance. 3, General Requirements of Insurance. Any deductibles or self insured retentions greater than $5,000 must be approved by the Risk Manager for Indian River County with the ultimate responsibility for same going to Tenant. Tenant's insurance coverage shall be primary. All above insurance policies shall be placed with insurers with a Best's rating of no less that A + VII. The insurer chosen shall also be licensed to do business in Florida. The insurance policies procured shall be per occurrence policies or as generally available on the open insurance market. The Insurance Carriers shall supply Certificates of Insurance evidencing such coverage to the Indian River County Risk Management Department upon execution of this Contract. The insurance companies selected shall send written verification to the Indian River County Risk Management Department that they will provide 30 days written notice to the Indian River County Department of Risk Management of its intent to cancel or terminate said policies of insurance. C. Tenant hereby agrees to indemnify Indian River County and Representatives thereof from all claims arising solely from intentional, reckless or negligent acts, errors or omissions of the Tenant or Tenants' Representatives in the performance of services under this agreement and for which Tenant is legally liable. 4 2. Indemnification of County. Tenant shall indemnify and hold harmless the County from all suits, actions or claims including reasonable attorney's fees, of any character brought on account of any injuries or damages received or sustained by any person, persons, or property by or from the said successful bidder or by or in consequence of any liability losses, misconduct or negligent act or omission of Tenant, her agents or employees in connection with the operation of the food service concession. 3. Notice of Claims. County and Tenant shall give prompt notice to the other of any third party claims made against either or both of them, and shall cooperate fully with each other and with any insurance carrier to the end that all such claims will be properly investigated, defended and adjusted. 4. Failure to Maintain Insurance. Failure to maintain such insurance will be deemed as a cause for termination of this agreement. SECTION V - COUNTY RESPONSIBILITIES 1. Obligations to Provide Facilities. County, leases the premises in "as is" condition. Tenant shall be responsible for all repairs and maintenance to the leased premises and properties. Tenant has inspected the premises and facilities and agrees that they are adequate facilities and the facilities adhere to current federal and state safety standards. SECTION VI - DEFAULT, REMEDIES 1. Default by Tenant. In the event Tenant is in default under the terms of this Agreement, after three (3) days written notice and opportunity to cure, County may, in addition to any right of termination provided in this Agreement, maintain an action for damages arising from the default. 2. Default by County. In the event that County is in default under the terms of this Agreement after any grace period or notice and cure period expressly provided herein, Tenant may, in addition to any right of termination contained in this Agreement, exercise any right or remedy available at law or equity including, without limitation, an action for damages arising out of the breach. SECTION VII - MISCELLANEOUS L In connection with this Agreement, the parties agree to cooperate in good faith and to perform no act, or allow any omission, which would inhibit the other party from performing its obligations under this Agreement. 3. This Agreement, together with the Exhibits constitutes the entire agreement between the parties with respect to the subject matter hereof and merges all prior and contemporaneous communications. This Agreement shall not be modified except by a written agreement dated subsequent to the date of this Agreement and signed on behalf of County and Tenant by their respective duly authorized representatives. 5 4. Any notice which either party is required or may desire to give to the other under this Agreement shall be in writing and shall be given by registered or certified mail, return receipt requested, postage prepaid, addressed to the party at its address shown on the First Page of this Agreement. If County or Tenant wish to change its respective address for purposes of notice under this Agreement, they may do so by giving to the other written notice of change of address. 5. Nothing in this Agreement shall be construed to create a partnership, a joint venture or agency relationship between the parties. Neither party shall have any authority to enter into agreements on behalf of the other, or otherwise to bind or obligate the other in any manner. The language of this Agreement shall not be construed more strongly against either party, regardless of which party is responsible for its drafting. 6. No waiver of any breach of any provision of this Agreement shall constitute a waiver of any prior, concurrent or subsequent breach of the same or any other provisions hereof, and no waiver shall be effective unless made in writing and signed by an authorized representative of the waiving party. 7. The parties agree that any litigation arising from this Agreement shall be brought in Indian River County Florida. 8. In the event of acts or occurrences caused by County or beyond the control of Tenant, including, without limitation, acts of God, fire, flood, hurricanes, that damages the premises to the extent that prevents Tenant from safely operating Lennies Lounge, then this Lease shall be deemed terminated and the County has the right to take possession of the premises and exclude Tenant from the premises. 9. Tenant shall be responsible for obtaining, and shall pay for, any such required permits, fees, and licenses. 10. It is agreed by the parties that, at all times and for all purposes within the scope of this Agreement, the relationship of Tenant to the County is that of a commercial leasing tenant, and not that of employee. 11. If any of the provisions contained in this Agreement are held for any reason to be invalid, illegal, or unenforceable in any respect, such invalid, illegal, or unenforceable provision shall not affect any other provision, and this Agreement shall be construed as if such invalid, illegal, or unenforceable provision had never been contained herein. ri In witness, the County and Tenant have caused these presents to be executed in their names the year first written above. JERALDINE LAWRENCE a sole proprietor � BY: rinted name) JPralci,nt ! ww etEj e WITNESS:��—� i.— WITNESS. 'jrzsO.. / Assistant County Attorney BOARD OF COUNTY COMMISSIONERS INDIAN RIVER COUNTS FL6 ; Ojr� °N San a L. Bowden, aa'irman Board of County Carnmi-5sromera Approved by the BCC h I8 ATTEST: J. K. Barton, Clerk of Court BY: GIL", -b. G . Deputy Clerk of Court .0 CU- seph Al Baird, County Administrator