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LE/A/1S..��E AGREEMENT
THIS LEASE, made this * day of February March , 1997, and executed in duplicate by
and between Greene Gr d., a Florida corporation, as general partner for Greene
tior� Groves & Ranch, Ltd., a Florida limited partnership "LESSOR", and OPM-USA-INC of
Sarasota, Florida, "LESSEE".
WHEREAS:
EXPLANATORY STATEMENT
LESSEE is engaged in the business of radio communications and communications systems. In
connection with its business, LESSEE now desires to erect a radio communications tower, 400
feet in height, on the property of the LESSOR in order to promote its electronic and radio
communications business and more specifically to allow it to establish a radio communication
system whereby it may be permitted to sublease the right to transmit and receive by way of the
aforesaid radio tower.
LESSEE will also construct up to four buildings to be used as equipment buildings, with standard
electrical and emergency electrical therein. Such buildings are to be of frame, masonry or
pre-engineered construction. LESSEE will further agree that the buildings and the base of the
tower will be fenced with chain link and barbed wire for security at LESSEE expense.
II
DESCRIPTION AND WARRANT OF TITLE
That in consideration of the payment of the rental and performance of the covenants and the
agreements hereinafter set forth LESSOR DOES hereby lease unto LESSEE and LESSEE
accepts from LESSOR the following leased premises: That portion 100 feet x 100 feet located in
Tax ID # 131-0001-000/4 ; SW comer of the S 'h of the NE '/< of Section 11, Township 34 S,
Range 37 E in St. Lucie County including easements to guy wire anchors to be located 280 feet
+/- from the center in three (3) directions 120' apart and more particularly described in
accordance with the survey (to be furnished upon completion of construction) together with a
thirty (30) foot ingress, egress, and utility easement, as shown on attached sketch, Exhibit A.
LESSEE shall have the right to assign all or part of the thirty (30) foot ingress and egress utility
easement to successors and assignors, as necessary, to provide electric, telephone and other
utilities, to the one hundred (100) by one hundred (100) site location, as required, and unlimited
ingress and egress across LESSOR`S leased premises as shown thereon. Unlimited ingress and
egress is not to be construed as vehicles storage area_ Vehicles are not to be left on the site
unattended_ LESSOR hereby warrants that they have title to the leased premises, and no other
person or corporation has the right to lease the same for the term hereby granted. The LESSOR
further covenants that the LESSEE upon the payment of the rents herein stipulated, and the
Performance of all the conditions herein contained, shall have the peaceful and quiet possession;
Rev: 2/13/97
use and enjoyment of the to the leased premises, without hindrance on the part of the LESSOR or
any person or persons claiming by, through or under the LESSOR, for the term herein leased,
including any renewal term except that LESSOR may cultivate the above leased premises as long
as it does not unreasonably interfere with LESSEE's use of the property.
III
TERM
To have and to hold said leased premises unto the LESSEE, their successors and assigns, for
twenty (20) years commencing upon the date the LESSEE commences construction of
improvements on the premises with the right to renew for two (2) additional five (5) year terms
thereafter, on the aforesaid terms and rates unless either of the parties hereto shall give notice to
the other in writing at least I (one) year prior to the end of the lease term. In the event
construction has not begun on or before one (1) year from the date this lease is executed by the
LESSOR and LESSEE, this lease shall terminate.
LESSEE
sum Otm
which is i
IV
RENTAL
;e premises the
W Exhibit C
payment being
1/3 (one third) of the first years lease as a deposit with the consummation of this Agreement. The
balance of the first year's lease due on the date construction of the improvements is begun. The
LESSEE agrees to permit the LESSOR to add at no monthly or yearly rent or lease charges to
the LESSO an "attachment" to the tower, said attachment being an antenna. or weather station
or both; provided that their respective locations on the tower do not interfere with "other" clients
which may want to occupy the tower, or a certain tower heijzht location
V
USE AND MAINTENANCE
The LESSEE hereby agrees during the term of this .lease, including any renewal thereof, as
follows:
(a) To keep the lease premises in such condition as it is at the commencement of the
term of this lease except the LESSEE may erect its radio tower as hereinbefore
stated together with any buildings, foundations, or appurtenances thereto.
(b) Lessor does hereby grant to LESSEE a non-exclusive, unimpaired easement and
right-of-way, in and over the real property associated with each
Rev: 2113/97
leased premises, for the limited purpose of providing LESSEE with a right to and
means of ingress and egress to install, maintain, repair, operate, service, replace
and remove utility wires, poles, cables, conduits, and pipes, so as to provide
utilities to the Equipment. Said ingress, egress, and utility easement will be
defined by a separate document to be recorded and is referenced herein. It is
understood by the parties that ingress, egress, and utility activities will occur
within the easement area to be stated in the easement document.
(c) LESSEE shall be responsible directly to the serving entities for all utilities required
by LESSEE's use of the property leased premises, however, LESSOR agrees to
cooperate with LESSEE in its efforts to obtain utilities from any locations
provided by the servicing utility-
(d) LESSOR does hereby further grant to LESSEE a non-exclusive easement, in and
over the real property associated with each leased premises, for ingress and egress
from public roads, on foot or motor vehicle, to the leased premises, and related
real property on a twenty-four (24) hours seven day a week basis-
(e) Not to make or suffer an unlawful, improper, or offensive use of the premises, nor
any use thereof other than as herein specified.
�f) To permit the LESSOR at reasonable times to enter upon and examine the
premises and make such inspection as they may see fit from time to time.
VI
INSURANCE AND LIABILITY
The LESSEE covenants and agrees that it will maintain in full force and effect during the full term
hereof, and until removal of all improvements, insurance in the amount of not less than
$1,000,000 (One million dollars) for bodily injury and property damage per occurrence to protect
both LESSEE AND LESSOR, as their respective interests may appear, covering the risks
generally included in a public liability insurance policy. In addition LESSEE agrees to protect the
LESSOR and agrees to indemnify and hold harmless the LESSOR, from suits arising out of
accidents or injuries to person or property that may occur in or about the leased premises during
the lease term or renewal thereof, by virtue of and related to their tenancy. LESSOR is to be
named Additional Insured on LESSEE's policy. LESSOR is to receive a copy of certificate of
insurance upon execution of this lease and annually thereafter upon renewal from LESSEE's
insurance company.
Rev: 2/13/97 3
VII
MORTGAGES
LESSOR hereby covenants and agrees to pay, as and when due, all payments both principal and
interest, on any mortgage which may now or hereafter cover the leased premises. It is further
understood and agreed that any mortgages hereinafter executed by the LESSOR, covering the
leased premises, shall be expressly made subject to the LESSEE'S RIGHT OF OCCUPANCY so
that LESSEE shall not be affected by any foreclosure of any mortgage hereinafter executed.
Vill
INDEMNIFICATION AND ENVIRONMENTAL MATTERS.
It is the express intention of the parties that LESSEE agrees to indemnify and hold LESSOR and
other prior users harmless, and no action shall lie, from any and all claims or suits arising out of
injury to, or death of, any person, or loss or damage done to LESSOR's or other prior users'
facilities or equipment, whether on, above or below ground, that occur as a result of the conduct
of due diligence, installation, operation or maintenance of the Equipment, resulting from the joint
or concurrent , sole or gross negligence, or willful misconduct of, LESSEE or its agents,
employees, representative, or contractors.
It is the express intention of the parties that LESSOR agrees to indemnify and hold 9I1M
LESSEE harmless, and no action shall lie, from any and all claims or suits arising out of
hazardous materials located on any of the sites, injury to, or death of, any person, or loss or
damage done to prior user's facilities or equipment, whether on, above or below ground, that
occur as a result of the installations, operation or maintenance of leased premises, any other
improvements of LESSOR, or the real property relating to leased premises, resulting from the
joint or concurrent negligence, or willful misconduct of the LESSOR, or its agents, employees,
representatives, or contractors. Without limiting the foregoing, LESSOR shall not be responsible
or liable to LESSEE for any loss, damage or expense that may be occasioned by, through or in
connection with any acts or omissions of other lessees occupying leased premises, or occupying
any part of the premises adjacent to or connected with the leased premises, not caused by the
joint or concurrent, sole or gross negligence, or willful misconduct of the LESSOR, or its agents,
employees, representatives, or contractors.
It is further the express intention of the parties that each party's foregoing indemnity obligation
shall include mediation and litigation expenses, court costs, reasonable attorney's fees,
investigation costs, and all other reasonable costs and expenses incurred by the indemnified party
from the first written demand notice that any claim or demand has been made or may be made,
and shall not be limited in any way by any limitation on the amount or type of damages,
compensation, or benefits payable under applicable workers' compensation acts, disability benefit
acts, or other employees benefit acts. The provisions of this Paragraph shall survive the
Rev: 2/13/97 4
termination of this Agreement or any lease with respect to any damage, injury or death occurring
before such termination.
LESSOR represents and warrants to LESSEE that no Hazardous Materials in reportable
quantities are located in, upon or under the leased premises. For purposes of this Paragraph, the
term "Hazardous Materials" means any hazardous or dangerous substances under any applicable
local, state or federal law, and includes, without limitation, petroleum and petroleum products.
LESSOR and LESSEE each hereby represent and covenant to the other that neither will cause
contamination of the leased premises by any Hazardous Material that may be or have been
brought in or upon the leased premises by that party or its respective employees, agents,
contractors or invitees. Each party to this Agreement agrees to indemnify and hold the other
harmless from any cost, liability or expense (including, without limitation, costs of clean up or
remediation, fines, reasonable attorney's fees and costs of court or administrative proceedings)
incurred by the other on account of contamination of the leased premises by any Hazardous
Materials it may cause.
IX
EMINENT DOMAIN
If the entire leased premises, or such portion thereof as shall substantially interfere with or impair
the usefulness of the leased premise for the normal operation of LESSEE'S business, be taken
under the power of condemnation proceedings or eminent domain, then this lease and the tenancy
hereby created shall be terminated as of the date when the LESSEE is required to yield possession
thereof, and the rent shall be adjusted as of that date.
X
DEFAULT
The lease is made upon the express condition and the parties hereto covenant and agree, that in
the event the LESSEE shall fail or neglect to perform or comply with any of the covenants, terms
or conditions in this lease contained to be performed or complied with by it, including the
payment of rent, and such failure or neglect shall continue for 15 (fifteen) days after notice thereof
in writing from the LESSOR, then, upon expiration of said 15 (fifteen) days as above provided,
the LESSOR may, at his option, deem this lease to be canceled and terminated, and may enter
upon the leased premises with or without process of law, and take possession thereof, and may
bring suit for damages resulting from said default. The remedy herein set forth shall be in addition
to any remedies provided by law, and any remedies otherwise specifically provided for herein.
Any default by LESSEE in the terms of this agreement not corrected within 15 (fifteen) days
from the date of the default shall terminate the agreement and the tower and the appurtenances
constructed upon LESSOR'S leased premises shall be immediately removed from the prop"
leased premises at the sole expense of the LESSEE . In the event the LESSEE wished to not
remove the tower and appurtenances, then with the prior written permission of the LESSOR, at
Rev: 2/13/97 5
the sole discretion of the LESSOR, the tower may be left . The filing of bankruptcy or
receivership by LESSEE shall be considered a default upon the terms of the agreement, with no
15 (fifteen) day period within to correct the default.
0
ASSIGNMENT OF LEASE
The LESSEE may sell, assign, mortgage or transfer this lease, in whole or in part provided that-
(]) such sale, assignment, mortgage or transfer of this lease is to a third party having a net worth
exceeding that of the LESSEE; (2) that LESSOR is notified in writing fifteen (15) days prior to
any action, (3) the LESSEE provides to the LESSOR documentation of the third party's financial
net worth; (4) that LESSOR consents to the third party's purchase, assignment, mortgage or
transfer of this lease, such consent which shall not be unreasonably withheld.
The LESSEE may sell, assign, mortgage or transfer this lease, in whole or in part, to any sub-
lessee the right to transmit and receive by way of the radio tower and/or the right to add
additional equipment and/or buildings within the leased area.
W
TITLE TO PERSONAL PROPERTY
It is hereby expressly agreed between the LESSOR and the LESSEE that although the
hereinbefore described tower shall be erected upon lands of the LESSOR, and becomes affixed
thereto, title to this structure, its appurtenances and equipment, shall remain with and be in the
name of the LESSEE. Furthermore, in the event that this lease shall be terminated at the end of
the original lease term or subsequent term or by virtue of any foreclosure of any mortgage,
eminent domain, default on behalf of the LESSEE, or any other reason, the LESSEE must at its
expense, take down and remove said tower, buildings, and appurtenances, thereto shall be and
remain the property of LESSEE.
XIII
SALE OF PROPERTY
The LESSOR AND LESSEE hereby agree that in the event the leased premises shall be sold,
mortgaged, or otherwise encumbered, said conveyance shall be subject to the terms and condition
of this lease.
Rev: 2113/97 6
i07W
CONSENT AGREEMENT
SunTrust Bank, Gulf Coast ("SunTrust") has agreed to extend credit to LESSEE. As security for
the Loan,.SunTrust has required, among other things, that LESSEE collaterally assign and pledge
to SunTrust all of its right, title and interest in the Lease. LESSOR consents to the collateral
assignment and pledge by LESSEE to SunTrust of the Lease.
LESSOR agrees that it will not, without the prior written consent of SunTrust, allow the Lease
to be amended, revoked or terminated.
LESSOR agrees that, in the event of any default or breach by LESSEE (or any guarantor
thereof) in the payment or performance of any obligation under the loan documents to be
executed or given by LESSEE (or any guarantor thereof) relative to the Loan (as evidenced by
written notice from SunTrust to LESSOR) LESSOR shall without further notice or demand,
remit and pay over to SunTrust all revenues, rental payments, income, profits or sums of
money which would otherwise become payable to LESSEE pursuant to the Lease.
All notices to be given to SunTrust shall be given by depositing the same in the United States
Mails, certified or registered, return receipt requested, postage prepaid and addressed to
SunTrust at: 200 S. Nokomis Avenue, Venice, FL 34284. Notice shall be deemed to be given
upon receipt. Notice to be given to LESSOR shall be given in a like manner and addressed to
LESSOR at location per Section XV "NOTICES".
LESSOR agrees to provide, at any time, within ten (10) days of SunTrust's written request, a
statement certifying that the Lease is unmodified and in full force and effect.
The conditions and covenants herein contained shall apply to and bind to the heirs, successors
and assigns, of the parties hereto.
XV
NOTICES
All notices hereunder must be in writing and shall be deemed validly given if sent by certified mail,
return receipt requested, addressed as follows (or any other address that the party to be notified
may have designated to the sender by like notice):
LESSEE:
OPM - USA - INC
32S Interstate Blvd.
Sarasota, Florida 34240
Rev: 2/13/97 7
LESSOR:
Mr.
Griffin A.
Greene
6920
North U.S.
Highway
#1
Vero
Beach- FI
99967
XVI
MISCELLANEOUS
The parties hereto mutually covenant and agree as follows:
(a) This lease contains and embraces the entire agreement between the parties hereto,
and neither it nor any part of it may be changed, altered, modified, limited or
extended, orally or by any agreement between the parties, unless such agreement
be expressed in writing, signed and acknowledged by the LESSOR and the
LESSEE, or their successors in interest. If any term, clause or provision of the
lease shall be judged to be invalid, the validity of any other clause or provision of
this lease shall not be affected thereby.
(b) In the event that the leased premises is encumbered, then LESSEE'S obligations
under this lease are contingent upon obtaining a satisfactory non -disturbance
agreement from any mortgagee or other lieneor. If one is not obtained, LESSEE
and all prepaid rent and deposits shall be returned to LESSEE.
(c) This lease, and all the covenants and agreements herein contained, shall extend to,
bind and run in favor of the heirs, personal representatives, successors and assigns,
of the parties hereto.
(d) This lease has a memorandum "Attachment `B' Short Form Lease", which is
attached, said memorandum being the instrument to be recorded in the appropriate
jurisdictional district. The memorandum, "Attachment `B' Short Form Lease",
evidences that a lease was entered into by LESSEE and LESSOR, the terms and
conditions of which are incorporated herein by reference.
Rev: 2/13/97
IN WITNESS WHEREOF, the parties hereto have respectfully signed and seated these
presents, the day and year first written above.
/ I�uX1� w ler�vyi
WITNESS
WITNESS
Print Name
WITNESS
Print Name
LandLease.doc
Rev: 2/13197
(SEAL)
4-W—J�4n LES
LESSOR
(SEAL)
;SEAL)
STATE OF qz�� COUNTY OF Sj- �� to wit:
I HEREBY CERTIFY, THAT on this ! 74" day of M6--`, before me,
the subscriber, a Notary Public of the Sate aforesaid. in and for the County aforesaid, personally
appeared (,-,_ LESSOR, known (or satisfactorily
proven) to be tfie person whose name is subscribed t the within instrument and he acknowledged
that he executed the same for the purposes therein contained and further acknowledged the
foregoing to be his act.
AS WITNESS my hand and Notarial Seal.
My Commission Expires:
" t4i
Notary Public
pt1�1,
EDWARDWBECHT
My Commission CC368706
.k
Expires May. 01, 1998
Bonded by HAI
OF�
8004221565
STATE OF FLORIDA, COUNTY OF �7((-t JaI n to wit:
I HEREBY CERTIFY, THAT on this 1— day of __ OAe l J , ✓� before me,
the subscriber, a N ary Pub 'c of t e Sate of Florida in and forthe he County aforesaid, personally
appeared 0 ® L LESSEE, known (or satisfactorily
proven) to be the person whose na e Is subscribed to the within instrument and he acknowledged
that he executed the same for the purposes therein contained and further acknowledged the
foregoing to be his act.
AS WITNESS my hand and Notarial Seat.
My Commission Expires:
'^-�""' liAFiBAHA E. MEflflILL
�I >; MY COMMISSION 0 CC 473897
.�?>` a EXPIRES Jute 19, 1999
y� �7 Pubk Untlelwrlters
Rev: 2/13/97 10
EXHIBIT A Sketch of Site
Greene Groves & Ranch, Ltd., a Florida corporation, as general partner for Greene Groves & Ranch, Ltd., a
Florida limited partnership
That portion 100 feet x 100 feet located in Tax ID # 131-0001-000/4 ; SW corner of the S % of the ME Y< of
Section 11, Township 34 S, Range 37 E in St. Lucie County including easements to guy wire anchors to be
located 280 feet +/_ from the center in three (3) directions 1200 apart