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HomeMy WebLinkAboutO-1981-256 a y11 ORDINANCE NO . 256 i j AN ORDINANCE OF THE CITY OF DANIA, FLORIDA, APPROVING THE LEASE AND LICENSING AGREEMENT BETWEEN CITY OF DANIA AND SATURDAY CORPORA- TION, A FLORIDA CORPORATION, ITS SUCCESSORS OR ASSIGNS , COVERING THE PROPERTY KNOWN AS OCEAN PROTEIN PROPERTY AS SHOWN BY 1978 BERRY LAND SURVEY AND MORE PARTICULARLY DESCRIBED IN SAID LEASE; AND AUTHORIZING AND DIRECTING THE EXECUTION OF SAID LEASE AND LICENSING AGREEMENT BY THE APPROPRIATE CITY OFFICIALS WITHIN FIVE DAYS FROM THE DATE OF FINAL PASSAGE AND ADOPTION OF THIS ORDIN- ANCE; AND PROVIDING THAT ALL ORDINANCES OR PARTS OF ORDINANCES AND ALL RESOLUTIONS OR PARTS OF RESOLUTIONS IN CONFLICT HEREWITH BE RFPEALED TO THE EXTENT OF SUCH CONFLICT ; AND PROVIDING FOR AN EFFECTIVE DATE . BE IT ORDAINED BY THE CITY COMMISSION OF THE CITY OF DANIA , FLORIDA: Section 1 . That that certain Lease and Licensing Agreement between City of Dania , as Lessor, and Saturday Corporation , Y� a Florida corporation , its successors or assigns , as Lessee , consisting of twenty-eight typewritten pages , and covering the property known as "Ocean Protein Property" as shown by "1978 Berry Land Survey" and more particularly described in said Lease and Licensing Agreement , an unexecuted copy of which is annexed hereto and made a part hereof as "Exhibit A" , be and the same is hereby approved. Section 2. That the Mayor-Commissioner, City Manager and City Clerk-Auditor are herby authorzed and directed to execute said Lease and Licensing Agreement on behalf of the City of Dania, Florida, within five (5) days from the final passage and adoption of this ordinance. Section 3. That all ordinances or parts of ordinances and all resolutions or parts of resolutions in conflict herewith be repealed to the extent of such conflict . Section 4 . That this ordinance shall be in force and take effect immediately upon its passage and adoption. PASSED and ADOPTED on First Reading on the23ldday of December , 1980. II J F: LEASE AND LICENSING AGREEMENT I , i THIS LEASE AND LICENSING AGREEMENT made and entered i into this 1 day Y of January , 1981, by and between CITY OF DANIA, a Florida municipal corporation (hereinafter sometimes referred to as City of Dania") , r and SATURDAY CORPORATION, a Florida corporation, its successor's or assigns (hereinafter some- times referred to as "Saturday") ' W I T N E S S E T H: City of Dania for and in consideration of the mutual covenants which are hereinafter stated and in further con- sideration of the sum of Ten and no/100 Dollars ($10. 00) 1 s' paid by each of the parties to the other, receipt of which j is hereby acknowledged, IT IS MUTUALLY AGREED AS FOLLOWS: I . (1) City of Dania does ,hereby lease and/or license S to Saturday, and Saturday does hereby lease and/or license from City of Dania, the following described property situate, lying and being in Broward County, Florida, to wit: ! Block 203 and that portion of Ocean Drive adjacent to Block 203, in HOLLYWOOD CENTRAL jBEACH, according to the plat thereof recorded in Plat Book 4 , Page 20 , Public Records { of Broward County, Florida, LESS that portion of Ocean Drive adjacent to Block 203, as shown on State Road Department Right of Way Man, Section No. 86514-2601 ; and 1 That portion of Fifty-first Street (Cambridge Street) adiacent to Block 203 as shown on said Plat of ►iOLLYNOOD CENTRAL BEACH, ly- ing East of Ocean Drive as shown on State j Road Department Right of Way Mao , Section No. 8603-175 ; and i That portion of New River Sound as shown on said plat: of HOLLYWOOD CENTRAL BEACH, described as follows : Commencing at the Northeast corner of said Block 203, run Southeasterly along the East line of Block 203, a distance of 53. 45 feet, more or less , to the North face of an existing bulkhead and a Point of bepinniaa; I thence, run Easterly along the rt Noh face -lam J of said bulkhead 186. 66 feet, more or less , to the West face of an existin- bulkhead; Ithence, Northerly along the West face of I/Vr said bulkhead 864 feet; thence, Eastez at right angles to said Northerly bulkhead 8446 feet, more or less, to the West face of a concrete strip for parking meters; thence; Southerly along the West face of said concrete strip extended 1 , 011.03 feet, more or less , to a Northerly right of way line bf State Road A-1-A, as shown on State Road Department Right of [day Map Section No. 8603-175; thence, Westerly along said Northerly right of way 248. 1.9 feet, more or less, to the East line of said Block 203, thence, Northwesterly along said East line 150. 00 feet, more or less , to the -point of beginning said lands situate, lying and being in Broward County, Florida, With all of the above described lands, situate, lying and being in Broward County, Florida. TO HAVE AND TO HOLD the same for a term of 30 years, beginning on January 1 , 1982, and ending on December 31, 2012. 2. (a) The City of Dania does hereby warrant to Saturday that its title to the lands which are the subject of this lease and licensing agreement is good marketable and insurable subject only to the exceptions expressly stated in subparagraph ragraph 2(b) of the within paragraph . ?WM Further,City of Dania warrants and represents that is has lawful uthority to enter into this lease and licensing agreement . 2. (b) The lease is on the condition subsequent that Saturday t accepts the title of City of Dania after its examination of the avail- able title information in the possession of its attorney. Both Saturday and City of Dania acknowledge there are no abstracts of title for ^ ' the subject properties ; however, based upon an exhaustive study of all title information and other related documents in his possession, a Clarke Walden of the firm of Walden, Walden and McCauley, as attorney f for Saturday Corporation has raised the following exceptions to the j title of the subject lands : j a. The City must acquire a conveyance from the State of Florida (Department of Transportation) of all rights of the State of Florida in and to the rights of way areas re- cently vacated by the City. i City of Dania must obtain from the State of Florida (Department of Transportation) a license to pass under the overpass constructed as part of North Ocean Drive which passes over and above the East/West Waterway which is immediately North of Block 203 and which connects � _J 2 i 1 µ 3 I' x Intracoastal Waterway and New River Sound. F; C. City of Dania should apply to Home Seekers Realty Company (or its -successor) and the City of Hollywood to obtain a release of the Deed restriction concerning the property acquired from them in 1927. d. City of .Dania should apply to the State of Florida (Department of Transportation) for a conveyance to the k City of Dania whereby State of Florida releases to the City of Dania all of the right, title and interest in f and to South 112 of that part of Fifty-first Street (formerly Cambridge Street) which was recently vacated by City of Dania. l r e. The City shall obtain from the Department of Natural Resources or other appropriate state agency a release of all oil and mineral reservations existing on the J subject property. ` I The City of Dania shall immediately proceed ` to clear the foregoing exceptions (a through e) . Further, i City of Dania agrees to assist Saturday in the leasing ; from the Department of Transportation of State of Florida the following described lands: i Lots 1 , 2, 11, 12, 13, 14 , 15, and 1.6, , Block 202, HOLLYWOOD CENTRAL BEACH, ac- cording- to the Plat thereof, recorded in Plat Book 4 , Page 20, Public Records of Broward County, Florida, said lands situate, lying and being in Broward County, Florida , subject to verification by ac- curate survey to be prepared by M.E. Berry and Associates, land surveyors. (3) To the extent that any of the subject lands fall within the lands acquired by City of Dania in 1952 by Deed No. 20057 from the Trustees of the Internal Improvement Fund of the State of Florida , dated June 6 , 1952, and recorded .Tune 9, 1952 at Deed Book 779, Page �373 , of the Public Records of Broward County , Florida , this agree- Vrent shall be deemed to be an exclusive license or permit running 0 6rom City of Dania to Saturday and shall not represent an attempt on the part of City of Dania to lease any of the said lands. Neverthe- less, the exclusive license shall be for exactly the same term of yea r as the e and a,`�l provisions' in the withirner t as to 1 ' the rights of Saturday at the end of ' 'the term, regarding the lease, shall apply not only to the leased lands but also to any lands which are the subject of the said exclusive license. The fact that City of Dania does not have the apparent authority to lease any of the lands falling within the lands described r in the above described deed and that it has only the authority to grant an .exclusive license concering same shall not be deemed to be an exception to title. That is, the fact that Saturday It i is receiving only an exclusive license as to the lands falling within the lands acquired b said deed eed shall not be deemed an exception, or objection, to title. II. The lease of the demised premises shall include the right to use all adjacent waterways, canals and water frontage as permitted by the laws of the State of Florida and to the same extent that other members of the general public has a right to use same. If any part of such waterways, canals and water i frontage lies within the lands acquired by City of Dania and forming a part of the 1952 chain of title, City of Dania grants unto Saturday, its agents, guests and invitees for the general purpose of allowing guests, invitees and patrons of the demised premises to dock their boats and vessels along any portion of the licensed premises which constitutes water frontage. III. If Saturday accepts the title on or about March 31, 1981, either bec_use all exceptions have been removed or because Saturday elects to accept the title "as is" (if there are still any excep- tions outstanding) , the parties recognize that there will exist a period of approximately 270 days before the actual or beginning i date of the term of the lease. That is, if Saturday is required to accept the title on or about March 31 , 1981 , or if Saturday voluntarily elects to accept title "as is" on or about March 31 , 1981 , and if the beginning date of the lease term of 30 �Gt.til years is January 1 , 1982, there is an interval of approximately U 270 days between March 31 , 1981 , and January 1, 1982. The said i period of time of approximately 270 days is sometimes referred to in the within lease and licensing agreement as the "beginning feasibility study period. " r During the beginning feasibility study period , Saturday shall have the right to full and complete access to all parts of the leased premises (including the right to access to all building improvements thereon) and shall have the further right during the beginning feasibility study period to utilize the i leased premises to whatever extent is necessary to make feas- ibility studies , soil and boring tests , surveys , and all types of engineering studies for the purpose of making a final deter- mination that it is economically and realistically feasible to use the demised premises for the purposes of this lease and licensing agreement. For such right of access to the demised premises and for such further right to make all of said types of feasibility studies during the beginning feasibility study period, Saturday has paid to City of Dania the sum of $12, 000.00, receipt of which is hereby acknowledged by City of. Dania. by its execution of this agreement. Said $12,000.00 is sometimes I referred to herein as the "feasibility consideration of $12, 000. 00. .' If Saturday has elected to accept the tittle of: City of i Dania "as is" (this is , subject to any exceptions still outstanding) the beginning feasibility study period then, at any time during (between approximately March 31, 1981, and January 1, 1982) . ' a Saturday shall have the absolute right, privilege and option i of termination, voiding and cancelling the within lease agreement jby giving written notice to such effect to the City Manager, City of Dania, on or before midnight, December 31, 1981. In the event of such cancellation, the within lease agreement shall be deemed terminated, cancelled and voided for all purposes and i { Saturday shall have no further obligations hereunder. however, in the event of such cancellation during the interval of time that the beginning feasibility study period of 270 days is in ef- fect, . City of Dania shall be entitled to retain the feasibility L� n consideration of $12, 000 . 00 as agreed upon fired and liquidated damages . 5 �J IV. (1) During the period from January 1, 1982, to June 30 , 1984, inclusive (that is , during the first 30 months of the lease and licensing term) , Saturday shall have the right i to raze and demolish the existing salt water marinearium structure at its own expense. The right to raze and demolish the marinearium structure shall include the right to dismantle i and remove all related tanks, pumps, piping, lines and structures and any other types of land improvements which may have been constructed in approximately 1964 as an incident to the construction of such marinearium structure. If such demolished improvements have any salvage value Saturday shall pay all sums received therefor to the City. (2) During the first 30 months of the lease and licensing term, Saturday shall cause the demised premises to be improved at its ow-n expense by +the construction thereon of a basic restaurant type of building so as to constitute a restaurant complex or resta-.:rant enterprise of the scope and extent described as follows : "'restaurant complex" or restaurant enter- prise" . as used herein, shall mean and refer t the general type of facility which Saturday has proposed to City of E Dania since March 17, 1978 , for construc- tion and operation by Saturday, with the term ccntemplating a scope of construction and operation which would allow not only the construction of a restaurant and ban- quet facility, but would also allow the construction of any and all types of related facilities including, but not limited to, gift shops , curio shops , souvenier shops , nightclubs , cocktail lounges and any and all other types of incidental facilities which would be related to, or compatible with, the operation of a major restaurant enterprise and restaurant attraction at Dania Beach that may be approved by the I /I City Commission of the City of Dania from (LUG time to time during the term of this agree- L ment. In addition, at its option, Saturday may also construct on the demised premises whatever related wharves , boat docking facilities, if permitted by the laws of the State of Florida, nA nightclub facilities, paving, landscaping and related lease- f • t L hold improvements that it deems appropriate and compatible f with said restaurant type of building. For eramDle, Saturday may construct facilities suitable to house gift shops, curio shops , souvenir shops , nightclubs,cocktail lounges and any and all other types of incidental facilities which would be related to, or compatible with, the operation of a major restaurant enterprise and restaurant attraction at Dania Beach. Also, Saturday may, if permitted by the State of Florida to do so, construct wharves , seawalls , boat docking facilities, piers and related types of dock improvements at any part of a waterway which is adjacent to the leased or licensed premises . All income derived from such facilities shall be included in and be a part- of the gross sales of Saturday even though generated in areas not included in the legal descriptions of the leased and licensed premises . Further, 1 Saturday .:may construct one (1) single residential type of housing unit designed to accommodate an employee or agent of Saturday and not intended for rent to the public generally- (3) Further, in addition to its right to construct all of the aforesaid types of facilities , which would be compatible with the operation of a restaurant complex or restaurant enterprise, Saturday may actually use the leased and licensed premises as a place of business for the operation of a restaurant and banquet facility and as a place of business for the operation of related facilities such as (but not 4 limited to) gift shops , curio shops , souvenir shops , cocktail i ! lounges , bars , snack shops , sandwich shops , food stands and j like food service facilities ; however, no part- of any said facilities shall ever be used or operated as a gambling casino i j 2 of any kind or nature. Saturday shall have the further right i� ,Ifs to construct and operate on the subject premises a swimming pool facility and any and all types of parking facilities to accommodate the employees , gueSts. and invitees of Saturday. I y 7 t i i In connection with the use of the premises by Saturday during r` the term of the lease City of Dania expressly warrants that the municipal zoning ordinances of City of Dania permit and allow each and every such use, and that no type of zoning, ex- ceptional permit, variance permit, non conforming use permit or special exception use permit shall be required as a preliminary i to the exercise of any of said permitted uses. i (4) As to the types of facilities which may be constructed i j and as to the uses which will be allowed on the leased and licensed i premises, the interpretation to be given to this agreement shall be broad and liberal (as distinguished from restrictive and technical) so that Saturday, at all times ,. may use the leased and licensed premises for any and all types of enterprises and activities which are compatible with the operation of a major restaurant enterprise and restaurant attraction; however, gambling of any kind or nature shall . not be conducted on or about the i premises. , (5) The total cost of all leasehold improvements to be 1 made during the first 30 months of the lease and licensing term j shall not be less than $250 , 000. 00. In determining the value 1 ' of the leasehold improvements to be not less than $250 , 000.00, i ,.k as aforesaid, Saturday may include in such costs the amount required to raze anal demolish the .existing marinearium structure, all land improvement costs, all engineering, architectural fees and all costs of the actual construction of new improvements. With respect thereto, Saturday shall furnish reasonable evidence to City of Dania that it has expended such minimum sum of $250 , 000. 00 for leasehold improvements prior to June 30 , 1984 . Any expenditure made by Saturday during the first 30 months of the lease and licensing term which may be properly considered j � as a "capital investment" expenditure, as herein defined, may be included by Saturday as a part of its agreed upon expenditure '� of not less than $250, 000. 00 , for leasehold improvements, during b the first 30 months of the lease and licensing term. 8 J V. (1) During the term of the lease and licensing agreement and after Saturday has had the opportunity to construct thereon the leasehold improvements and facilities which are described in subparagraph (2) of paragraph IV, Saturday may use the demised and licensed premises as a site or place of business for the i operation of each and every type of use described in subparagraph (3) of paragraph IV. During the term of the lease and licensing i agreement and with regard to the total area now known as Dania j Beach, City of Dania agrees that the only other facilities at said Dania Beach which may sell food and alcoholic beverages shall be the restaurant presently known as Dania Beach Grill jand the restaurant located in the structure commonly known as f j� Dania Fishing Pier; however, notwithstanding anything to the ? contrary herein both said facilities shall be at all times material herein subject to enlargement and expansions (but consistent with the scope of present usages) as the City may approve from i time to time. During the entire term of this lease and licensing } agreement, and during any renewal terms, City of Dania agrees 1 that it shall not attempt to expand the hours , wbi.ch are at the time of execution of this lease from 8 :00 a.m. to 6: 00 p.m. , when the parking control created by the parking meters at Dania Beach are in effect. The City of Dania further agrees that such parking charges shall be reasonable . At all times during the term of this agreement and any renewals thereof, City of Dania shall not construct toll gates , barriers or other types of devices i restricting the free access to all areas at Dania Beach and the only parking controls shall be accomplished through the use of such parking meters . It is mutually agreed that one of the inducements which has caused City of Dania to enter into the within lease and licensing agreement is the commitment on /Kthe part of Saturday to develop the leased and licensed prem- ises ti in accordance with the scope and general uses set forth in paragraph IV. Therefore, the rental provisions provided by the within lease and licensing agreement are expressly de- signed to encourage Saturday not only to make the largest- capital investment economically feasible at the beginning of the lease J y ' ` and licensing agreement, but is also designed to encourage Saturday to make additional and substantial capital investments throughout the term of the lease and licensing agreement (up to its very expiration date) and all renewals thereof. Because of the desire of City of Dania to encourage Saturday to make maximum capital expenditures throughout the full term of the agreement and regarding the development of the leased and licensed premises , the amount of the rents and revenues paid to City of Dania shall be a per- j centage amount, related to gross sales or revenues derived by Saturday and/or its sublessees , but with the percentage rate being related to the amount of the capital investment, as herein defined, made by Saturday during the term of the lease and licensing agreement. i (2) The term •"capital investment" is defined herein as having the following meaning, to wit: "capital investment", as defined herein shall include funds incurred or expended by Saturday or its sublessees for the project constructed on the leased premises by Saturday including architectural, design, engineering, direct labor, construction ind demolition costs , attorneys fees paid in connection with clearing title to the subject property, cost of extension, of water and sewer lines to property, permanently affixed machinery and fixtures , directly related to such prc-erty. JFurther, "capital investments" shall include 'not only beginning captial i—.estment amounts but shall also include all future c-apital '-vestment amounts expended during the term 1. of the lease and licensing agreement or any renewals thereof: { All amounts e::pende by Saturday subsequent to March 17 , 1978, but prior to the acutal execution of this agreement may be J included in the beginning determination of capital investment if such expenditures were made for preliminary architectural i and/or engineering fees of a nature related to the restaurant enterprise. I 3 r' 10 I J (3) The parties mutually recognize and agree that the fiscal year of Saturday begins on December 1 of any given i year and ends on November 30 of the following ,year. The first months under this lease and licensing agreement for all account purposes, shall be prorated or adjusted to December 1 of the first year that the agreement is in effect so that i thereafter, and whenever reasonably. necessary in accordance with sound and recognized accounting principals and throughout I the term of the agreement, all accounting reports , statements of a financial nature and fiscal data shall be related to the fiscal year of Saturday (as stated aforesaid) , rather a than to a calendar year. j j (4) Within 90 days after the end of each fiscal year of Saturday, Saturday shall furnish to City of Dania a certi- fication by the accountants of Saturday showing the balance in whatever account is maintained by Saturday to show the amount of its capital investment, as defined herein, as of the end of said fiscal year in the total restaurant enterprise i which is the subject of this lease and licensing agreement. . i V1, i (1) The term "gross receipts" as used in this lease a and licensing agreement shall mean all of the following sums (whether payable in cash, on credit or otherwise, and notwith- standing that a collection of such sums may be made elsewhere a than ,on the premises or by someone other than Saturday, or I that rights to collection may be assigned , sold or transferred to any other person or business) including, but not limited to, the following : (a) The selling price of 211 merchanci .se, food or any other thing whatsoever, sold on, from or through the leased and licensed premises by Saturday or any sublessee, licensee or concessionaire of Saturday, I whether delivered or shipped from the leased and licensed premises or any other place upon orders taken in or transmitted through the leased or licensed premises or obtained by persons reporting to the leased and licensed premises ; _JI 11 h j . r: (b) The charges made for all services rendered on the leased and licensed premises by Saturday or any sublessee, licensee or concessionaire of Saturday on orders taken in or transmitted through the leased and licensed premises or obtained by persons reporting to the leased and licensed prom- ises ; (c) The amount of money paid by customers , patrons or users in connection with any use or occupancy of the leased and licensed premises or any part thereof or any instal- lment therein, including, but not limited to, coin-operated devices and facilities on the leased and licensed premises . (d) The amount of money paid by customers , vatrons and users in connection with the rental, leasing or other occupancy of the leased and licensed premises or any part thereof; (e) Finance charges collected by Saturday on credit sales ; and (f) The selling price of all alcoholic beverages . [Credit Sales shall be deemed to be gross ) [sales made on the date when sale is made ') [on service rendered, or items sold. Pro- ] [vided , however, in the event that any ] [sale made by Saturday, or any sublessee, ] ( licensee or concessionaire of Saturday ) [for which the renumeration paid to Sat- j [urday by such sublessee, licensee or ] .. [concessionaire of Saturday is by way of J [commission or fee, then and in such event ] [the amount of such sale shall be limited j [to the amount of such commission or fee ) [otherwise paid to or collected by Saturday) [or such sublessee, licensee or concession-) (aire. ) (2) Tnere shall be excluded from gross receipts all sales or use ta�:es which Saturday is required to collect from its customers and remit to any governmental agency or body. (3) The following shall be excluded from gross receipts : (a) The amount of any cash or credit refunds or allowance to customers , to the extent: such amounts are included in a previous �C gross sales statement . (b) The amount of any custOEnary, bona fide discount allowed to an employee to r4/y F� 12 L , ✓/ the extent included in gross sales, pro- vided that such deduction is claimed in the same gross sales statement as the sale to which such discount applies, (c) Receipts from the sale of waste or scrap materials resulting from Saturday's operations on the leased and licensed prem- ises. F i (d) ' Receipts from the sale or trade-in value of any furniture, fixtures or equip- ment used on the leased and licensed premises. (e) The amount of an gratuities given by patrons to employees of Saturday. i (f) The cost or value of food and beverage used for promotional purposes, and for which no renumeration is given or collected. f (g) The amount of any rent from sublessee to Saturday if Saturday is paying to City of Dania a percentage rental amount based upon gross receipts of said sublessee. (h) Credit card fees paid credit card companies. ' VII . r (1) The rent to be paid to City of Dania by Saturday shall be the dollar amount resulting from the applicable percentage rate (to be determined irY the manner hereinafter stated) multi- tplied against the gross receipts of Saturday (as defined in paragraph Vl) , with the percentage rate being determined for any fiscal year of Saturday by the amount' of the capital investment 1 of Saturday at the ':-_ginning of such fiscal year. That is, ' in order to induce Saturday to make as large a beginning capital investment a:; may I)= reasonably sound and in order to induce i Saturday to -lake further capital investments throughout the x entire ter- of this lease and licensing agreement, and any renewals thereof, the rent to be paid by Saturday shall be a percentage of its gross receipts . However, the percentage i shall be a variable percentage rate which decreases as the famount of tl:•e capital investment increases (which is consistent with the concept of encouraging maximuri capital investments) . The following is a table which shows the percentage rate which shall be determined for any fiscal year by relationship to t� N�( 13 J the amount of the capital investment at the beginning of the fiscal year: Percentage Rate to be Applied Against Gross Revenue for Such Fiscal Capital Investment as of Begin- Year, to Determine Rents min of An Fiscal Year Due City of Dania for Year Any amount not exceeding $350 , 000 . 00 67 Any amount not less than $350 , 000 . 01 57 and not exceeding $500,000 . 00 Any amount not less than $500 ,000. 01 47 and not exceeding $750,000. 00 Any amount not less than $750, 000. 01 37 and not exceeding $19000,000. 00 Any amount not less than $1 , 000 ,000 .01 2 57 and not exceeding $1 ,400 ,000 . 00 Any amount not less than $1 ,400, 000 .01 2.0% and not exceeding $2,000, 000. 00 ;\ 1. 5% Any amount exceeding $2 ,000 , 000. 00 (2j During the term of this :Lease and licensing agreement, and any renewals or extensions thereof, Saturday shall pay unto City y fiscal year of its operations which rental for an of Dania a y e rate (as determined in the is equal to the proper precentag m° ra h) multiplied against the gross revenues . previous subparag p• oration of the enterprise at derived by Saturday =rom the op if the capital Dania Beach during the fiscal year. For example, investment at the beginning of a fiscal year (end of a previous fiscal year) is $4C0 ,000 . 00 , the percentage factor for such fiscal year shall --e 5% for the p urpose of computing rents such example, if the gross due City of Dania. Continuing with the rental revenues during the fiscal year were $1 , 200 , 000. 00, � paid to City of Dania during such fiscal year would e tobe p I � e result. of multiplying the gross revenue $60 , 000 . 00 (that is , th ?' factor related to capital of $1 , 200 , 000 . 00 by the percentage quarter annually, im estment of 5%) • The rentals shall be payable fquarter during the fiscal 3111 within 45 days after the end of each year of Saturday. 14 I i ; i �u�n.5 ' w'Pr o� v o As such qu', :fir annual rental payment is mad , Saturdaiall certify to City of Dania the amount of gross revenues or, gross sales during a particular quarter and, shall show with a simple statement the basic computations showing the amount of rentals due City of Dania. During the course of a fiscal year and as such quarter annual installments are paid, the percentage factor shall be based on the capital investment fI at the beginning of the fiscal year. (3) At any time during the term of this lease and licensing agree- ment , City of Dania shall have the right to instruct its independent auditors (provided that same constitute an independent accounting firm employed by City of Dania to audit its own books and records) to meet with the accounting representatives of Saturday to conduct Jointly jreasonable auditing procedures and auditing checks to verify the accuracy of the rental determinations made by Saturday. Generally, such auditing procedures which may be verified by City of Dania are those which will enable City of Dania to verify the balance in the capital improve- ments account , from year to year, and to verify the amounts of gross revenues. Saturday shall record all of its gross sales, made in the a ordinary course of its business regarding the restaurant enterprise, on i cash registers which contain cumulative tapes and with a cumulative capacity that is satisfactory to City of Dania. Such cash register tapes shall be made available to auditors of City of Dania at all reasonable tires whin:, such auditors may request to examine same. (4) Commencing -anuary 1, 1983 the minimum rental which shall be paid to the City of Dania shall be at the rate of $30,000 . 00 per fiscal year or Saturcay. This is , if the formula to determine rents (multiplying o —venues by the proper percentage rate) does not pro- duce a minirmi , rent due City of Dania of $30,000. 00 per fiscal year, Saturday shall , nevertheless , pay a minimum rental of $30, 000.00 per fiscal year to City of Dania to be prorated for any period less than a full year. No rent shall be due and payable for any period prior to January 1 , 1983 during an anticipated planning and construction phase ; however, subsequent to that date Saturday shall pay y said minimum rental rate of $30, 000. 00 per year even though Che leased and licensed premises may produce no revenues to Saturday during n�vV �n .15 I any continuing period of construction after January 1, 1983 . 1942 Beginning January 1, -198-2 said minimum annual. rental rate shall A increase to $40,000. 00; beginning January 1 , 2002, said minimum rental rate shall- increase to $50, 000. 00 . VIII. (1) It is the primary purpose of the provisions in the within paragraph to encourage Saturday to make capital expenditures or capital investments of a continuing nature throughout the entire term of the lease and licensing agreement j to furnish an incentive to Saturday to make such capital improvements , capital expenditures or capital investments up to the very end of the term of the lease and licensing J� agreement, all for the various reasons set forth in other provisions of this lease and licensing agreement. (2) Saturday shall have no vested or absolute right of renewal as to any further renewals of this basic or begin- ning lease and licensing agreement and City of Dania shall have the right to negotiate with third parties regarding J the possible renewal of the within lease and licensing agreement. 1 In the event that City of Dania does negotiate with a third .. party to renew this lease and licensing agreement (during the beginning tar= or after the expiration of the beginning term or during any renewal thereof) , Saturday shall have the right to offer to lease and license the property described in this lease and licensing agreement under the exact terms 1 and conditions as proposed by any bona fide third party i offeror making a legally binding offer. However, in such y event , if Saturday, as the lessee and licensee under this beginning agreer,:ent (or any renewal thereof) offers to lease and license for an additional term of years, and under the same terms and conditions as proposed by any bona fide third party offeror, and if City of Dania then elects to reject r'I 16 the offer of- Saturday and lease and license the Property . _ P Y to the third party offeror, Saturday, as the lessee and licensee under this beginning lease and licensing agreement- (or any renewal thereof) shall be entitled to receive (in cash) from City of Dania at the expiration of the lease and license. term - - and provided that Saturday is not then in default under any of the terms and conditions of the lease and licensing agreement - - an amount equal to the difference between the appraised value, (which is defined as fair market value as determined by a member of a national appraisal association) of all leasehold improvements made during the entire term of the agreement (with the appraised value to be determined at the end of the agreement) and the accumulated depreciation taken by Saturday on such leasehold improvements during the term of the agreement (and during the term of any renewals if Saturday has renewed the original agreement) . Specifically, without limitation on the foregoing and merely as a statement of general intent, it is one of the purposes of the within subparagraph to grant: unto Saturday the right to recover the difference between the appraised value of all leasehold improvements made by Saturday, (during the entire term c_ this lease and licensing agreement and t : any renewals thereof) , and the accumulated depreciation taken by Saturday on such leasehold improvements during the term of this lease and licensing agreement (and any renewal thereof) all on the premise and general understanding that Saturday negotiates in good faith with City of Dania to renew the lease and licensing agreement for a renewal term (having the same term of years as contained in any offer from a third party offeror) and on the further premise that City of Dania then elects to lease and license the property in question for a term of years to a third party lessee and licensee, notwithstanding the fact that Saturday has offered to renew the lease and licensing agreement under the same terms and conditions as are stated in the proposed lease and licensing agreement between City of Dania and the third party lessee and licensee. Further, if at the /f 17 1 expiration of this original lease and licensing agreement, or any renewals thereof, City of Dania itself elects to operate the enterprise originally the subject of the within lease and licensing agreement, Saturday , as the original lessee (under this beginning agreement or any renewals thereof) shall have the right to recover the difference between the appraised value of all leasehold improvements made by Saturday and the accumulated depreciation taken by Saturday on such leasehold improvements during the term of this agreement. (3) The aforesaid provisions in the previous subparagraph (2) , concerning the right of Saturday to recover the difference j between the appraised value of all leasehold improvements and the accumulated depreciation taken by Saturday thereon, 1 shall be referred to generally in the within subparagraph as the "recapture rights" . Subject to the express terms and conditions stated in the previous subparagraph (2) , Saturday has the said defined recapture rights against City of Dania s in the situation where Saturday (in general terms) is willing to match the reasonable offer of any bona fide third party i offeror to lease and license the premises at Dania Beach (upon the expiration of this agreement or any renewals thereof) and where, notwithstanding the offer to match i of Saturday, City of Dania elects to accept the proposal a of the third party offeror. Further, similar recapture rights exist if City of Dania elects to operate the restaurant enterprise itsel=, or for its own account, after .the expiration j of the within agreement, or any renewals thereof. Until such time as City of Dania may possibly decide that it desires to accept the proposal of a third party offeror (notwithstand- ing the offer to match of Saturday) or during the interval of time while City of Dania may possibly elect to operate the restaurant enterprise itself, or for its own account, all after the expiration of the within agreement, .Saturday 1 shall continue in possession as a tenant on a month to month i basis, with its recapture rights remaining in full force and effect while it is a tenant on a month to month basis, 18 O� J 9 and until such time as City of Dania makes a final decision as to whether it wishes to accept the possible proposal of a third party offeror or, alternatively until. City of Dania decides whether. it might elect to operate the restaurant enterprise itself. Specifically, and without limitation on the foregoing, it is the general purpose and intent to allow Saturday to remain in possession, as a tenant on a month to month basis, until such time as City of Dania elects what course of action is may wish to follow regarding the restaurant enterprise (after the expiration of the within agreement, or any renewals) and with the said recapture rights to be fully effective until such time as City of Dania does make some decision or determination in the matter. IX. Saturday shall pay all real property taxes and/or intangible taxes attributable both to the land and the improvements constructed thereon and all personal property taxes during the term of this agreement or any renewals or extensions w thereof. Saturday shall receive a credit against the rents as herein provided to be paid for all that portion of such taxes that are raceived by the City of Dania. .i X. City of Dar_fa and Saturday agree that the most feasable way of furnishi, water and sanitary sewer services to the leased aae licensed premises may be determined to be through connections to :ae lines of City of Hollywood. While Saturday shall aiw__ys have the expense of paying for the cost of any construction and extensions of any type of water and sanitary sewer lines , City of Dania shall always cooperate with Saturday in such construction and shall grant reasonable easements over its remaining lands at Dania Beach (to accommodate the location of any required water and sanitary sewer facilities) regardless of whether water and sanitary sewer service is obtained from City of Hollywood or by an extension of water 441 and sanitary sewer lines from the main part of Dania. If (�{ � it -becomes necessary to enter into any type of agreement with City of Hollywood regarding the furnishing of water Y AOIN , and sanitary sewer service to the leased and licensed premises , City of Dania shall always join in the execution of such agreements (if required by City of Hollywood) subject to the limitation j that Saturday shall always have the primary responsibility of paying all charges and expenses incurred as a result of any such agreement with City of Hollywood. i XI. The leased and licensed premises , all improvements, both a exterior and interior, and equipment located thereon, shall at all times be maintained in good, serviceable, neat, clean and presentable condition, all at the expense of Saturday, it being an express condition of this agreement that the same be kept in an attractive manner at all times . XII. Saturday shall provide at its sole expense continuous comprehensive liability insurance coverage with minimum limits of ,1 , 000 , 000. 00 for personal injuries involving one person, $3, 000 , 000 . 00 for personal injuries resulting from any one accident and $100,000 . 00 for property damage. : The insurance coverage required shall include those classifi- cations as listed in standard liability insurance manuals, which most nearly reflect the operations of Saturday tinder this agreement- All insurance policies required above shall be issued in companies authorized to do business • under the laws o= the State of Florida , with the following 3 qualifications as to management and financial strength; The Company must have a Policyholder ' s Rating of no less than "A" and a Financial Size Category of at least VI in the latest: edition of Bests Insurance Guide , published by Alfred ML Best Company, Inc . , 75 Fulton Street , Few York, New York. Saturday shall furnish certificates of insurance to City of Dania prior to the occupancy of the leased and licensed premises, which certificates shall clearly indicate that Saturday has lAJ 20 �U obtained insuranc e in the type, amount an.d classifications as required for strict compliance with this lease and licensing agreement. No material change or cancellation of the insurance shall be effective without 30 days prior written notice to City of Dania. Said policies of insurance shall specifically declare City of Dania as an additional named insured. Renewal � certificates or appropriate riders shall be furnished City i of Dania from time to time during the term of this agreement j such as will demonstrate continuous coverage during the term hereof. XIII. Saturday at its expense shall purchase and keep in j full force and effect during the entire term of this agreement or any extension thereof, fire and extended coverage insurance on any improvements constructed on the leased and licensed i premises as well as on all furniture, furnishings, fixtures and equipment situate `thereon and including all. replacements i thereof in amoun=s equal to eighty percent (80%) of insurable value. Said policies or certificates of insurance thereon shall be furnis` ed City of Dania from time to time so as to demonstrate continuous coverage during the term of this agreement . Said _olicies shall be written for the benefit of City of Dania and Saturday. XIV. In th event of destruction of or damage to any of the leased and licensed property covered by insurance, the funds payable in pursuance of said insurance policies shall be deposited in a commercial bank located in Dania , Florida, j selected by City of Dania, as a trust fund , and said funds shall be used for the purpose of reconstruction or repair as the case may be of any of the buildings , improvements { or personal property so damaged or destroyed; however, j, such reconstruction shall not be necessary if destruction occurs within the last year of the term hereof (or any renewal thereof) in which event said funds shall be used to remove 1 the remaining improvements so that lands will be left clear and free of debris. All remaining funds shall be paid to f; Saturday. ' is a XV. i No responsibility shall rest upon City of Dania by reason of the condition of the premises nor the equipment and structures to be located thereon nor shall City of Dania be liable to Saturday or any of its patrons, customers, agents, servants or employees by reason of the condition of the premises or any improvements, equipment or personal property situate thereon. Saturday shall indemnify and hold harmless City of Dania against all liability and expenses, a including all judgments , court costs, investitative expenses, attorneys ` fees and other charges arising from injuries to the persons or any of its patrons, customers , agents, servants or employees on or near the leased and licensed premises or arising from property damage during the term of said agreement or in any manner arising from the negligence of Saturday. 1 I } XVI. Saturday Iaay assign this lease to The Carrousel Group, i Inc. , wit ,out rh__ consent of City of Dania. Otherwise, { Saturday shall not assign its interest in this agreement without prior written consent of City of Dania. However, i City of Dania agrees that it will not unreasonably withhold giving its consent if the assignment shall be for a use compatible with the uses permitted hereunder. Further, i Saturday may sublease portions of the leased and licensed premises without obtaining the consent of City of Dania. Y mah Further, Saturday�. y grant incidental or miscellaneous �lv concession rights to independent contractors without first oil obtaining the consent of City of Dania. At all. times, Saturday shall have the right to assign all of its right , title and .q..�._.._.. 22 l� interest in and to the within agreement, as collateral , to any type of institutional lender for the purpose of securing a loan, i or loans for construction purposes or working, capital. needs, XVII. Saturday in the use and enjoyment of said leased and licensed premises shall comply with all governmental regulations, statutes, ordinances , rules and directives of the federal, r state, county and municipal governments having jurisdiction over the leased and licensed premises and the business being conducted thereon. XVIII. Failure of Saturday to promptly make all payments of rentals , charges and fees required to be paid herein shall constitute a default, and City of Dania may at its option terminate this lease and licensing agreement after 30 days notice in writing, unless the default be cured within the notice period. Failure of Saturday to comply with any other covenants of this lease and licensing agreement shall consti- tute a default, and City of Dania may at its option terminate this lease and 1_censing agreement after 60 days notice in writing, unless the default be cured within the notice period, or in the event such default cannot be cured within such period of time, unless S-aturday shall commence to cure same within such period of t_re and thereafter prosecute the work incident thereto ur.-_nterru_ted and with diligence to conclusion. Add- itionally, the happening of any of the following events shall constitute a de=anit by Saturday and should they occur, this lease and licensing agreement shall automatically terminat �/ abandonment of premises or discontinuation of operation (other than discontinuation of operations involving normal hours of closing, seasonal closings or resulting from the necessity to repair or rebuild) , filing by Saturday of bankruptcy proceedings-, plan of arrangement , 'reorganization, composition agreement j an or 9 Y other proceeding under the Bankruptcy Act or other available statutes and Saturday not secure a discharge therefrom O ! within 30 days. 23 I, I XIX. City of Dania or any of its authorized agents or employees shall have the right to enter upon the leased and licensed premises during reasonable hours to inspect same for any reason or in order to make inquiry with respect to or ascertain whether Saturday is complying with the terms of .this agreement. In exercising its right to inspect as provided for herein, City i of Dania agrees that such right of inspection shall be conducted I so as not to interfere with Saturday's occupancy of the leased i and licensed premises or any business being conducted by Saturday thereon. i XX. The rights of City of Dania hereunder shall be cumulative and shall be in addition to rights as otherwise provided by the statutes of the State of Florida. Failure on the part W.. of City of Dania to ex--rcise promptly any rights afforded it 4 i by said la-,as shall not operate to forfeit such rights . In the event Saturday should default hereunder and should said default not be ramedied after notice and the lapsing of time provided for in paragraph XVIII above ,City of Dania shall have the right re accelerate and declare immediately due and payable, all unpaic rents provided for herein. XXI. This ease and licensing agreement shall be binding upon the parties hereto, their successors and assigns . XXII. Saturday shall surrender up and deliver the leased and licensed premises to City of Dania upon termination of this agreement. Provided it is not in default hereunder, Saturday shall have 30 days following the end of the term of this l agreement, or any extension hereof, within which to remove all of its personal property from the premises and in such case Saturday agrees to . restore the premises to the condition that prevailed immediately prior to the removal of such personal F71 ' property as might otherwise be required by the terms of this i agreement . XXIII. It is understood and agreed between the parties hereto . i that time is of the essence of this agreement and this shall apply to all terms and conditions contained herein. XXIV. 111j All legal problems arising out of the execution of this (j agreement and any action involving the enforcement of internreta- tion of any rights hereunder shall be governed by the laws of the State of Florida. In the event that it should become necessary for either party to enforce its rights under the terms of this agreement by resorting to court action, the prevailing party shall have the right to reimbursement for the costs and expenses , including reasonable attorneys fees, from the party against whom such rights are asserted. } XXV. If, at any time during the term of this lease and licensing ' agreement the les_l title to the leased and licensed land { or the ivprcvemen=s located thereon or any portion thereof be taken, appropriated, or condemned by reason of eminent domain, t^a_e shall be such division of the proceeds of award in such con-�emnation proceeding and such abatement of rent f and other zdjust-ents made as shall be just and equitable under the circumstances . If City of Dania and Saturday are unable to agree upon what division, annual abatement of rent or other adjustments are just and equitable within 60 days i after such award shall have been made , then the matters in i dispute shall be by appropriate proceedings , submitted to 7 { a court having jurisdiction of such matters and such controversy for its decision and the determination of such matters in dispute. If the legal title to the entire premises be wholly I � i taken by condemnation proceedings, this agreement shall be 25 �Yr� .:i automatically cancelled. In general, it is the intent of this paragraph that upon condemnation the parties thereto shall share in the award to the extent that their respective r interests are destroyed, damaged or depreciated by the exercise of the right of eminent domain. XXVI. All notices required hereunder may be served personally, or at the option of the giver may be served by registered or certified mail , return receipt requested, and such notice shall be effective from the date of receipt. i Such notice to Saturday shall be : Saturday Corporation 301 East Dania Beach Boulevard Dania, Florida 33004 Such notice to City of Dania shall be : City of Dania Dania City Hall 100 West Dania Beach Boulevard Dania, Florida 33004 Any party may change its mailing address herein stipulated j upon five days written notice to the other party. XXVII. i City cf Dana agrees to give and grant unto Saturday all required easements over, under and across lands owned by City c` Dania at are appropriately and reasonably needed to provide ut p 11it'_es for use on the ] eased and licensed premises i • and for access . Such easements, if needed, will be granted at no addtitior,al cost to Saturday. XXVIII. In the event of way, catastrophy, or national emergency which requires a suspension or substantial restriction on i the operation by Saturday of the restaurant facility, or j any part thereof, the operation of the restaurant facility shall be suspended under terms and conditions to be mutually agreed upon between the parties and, during the period of r�Ct,, such suspension, all rental payments shall abate. However, V)1 i 26 Q9� i 1 notwithstanding such suspension of operations and abatement of rental payments , the rights of Saturday under this Agreement shall continue in full force and effect, as vested property rights, and until such time as conditions return to normal so as to warrant a resumption of operations . Further, at all times , Saturday shall have the right to cancel or suspend (at is option) this agree- went if it cannot secure water service, sanitary sewer service, a electrical service or other types of utility services or if it cannot enjoy reasonable means of access to ,the leased and licensed ipremises. In the event of a suspension for such reasons, all rental payments shall abate. XXIX. 1 Exhibit A to the within lease and licensing agreement is hereby incorporated into and made a part hereof to show the i { background, basis , premises , history, definitions, legal authorities t and beginning circumstances which form the basis of the within lease and licensing agreement. ,. XXX. i This lease and licensing agreement has been approved by Ordinance No. 256 adopted on second and final reading by the City Commission of t:He City of Dania, Florida , on the 13th j day of January, 198i.. i IN WITNESS WHEREOF, CITY OF DANIA, a Florida municipal 3 corporation, has caused this lease and licensing agreement to a be executed _n its corporate name by James G. Adams, its Mayor- Commissioner , and b;- Richard Marant, its City Manager, and has further caused its corporate seal to be affixed, attested by Wanda Mullikin, its undersigned City Clerk - Auditor, on this { `/ r *day of January, 1981. IN WITNESS WHEREOF, SATURDAY CORPORATION, a Florida corpor- ation, has caused this lease and licensing agreement to be executed in its corporate name by Stephen F. Snyder, its undersigned President , and Owen P. Bell , its undersigned / � 27 1 )� da 411 of January , 1981 . Secretary, on this Y j Signed, sealed and delivered CITY OF DANIA, a Florida Municipal J in the presence of: Corpora ion n �A/1/I Ap G_ ADAMS, Mayor-Co rssioner By :� ICHARD MARANT City ManagerR , 1 Attest: ANDA M City Clerk-Auditor 1 • ned, sealed and delivered Si SATURDAY CORPORATION, a Florida in—the presence of: Corporation iIl By: � • , ��------` ST�:'7�•t�N5rNYZDZ_R, Preside-lit,` Attes OWEN-7. BELL, Secretary �T STATE OF FLORIDA: COUNTY OF BROl-?ARD : Ikgt) The foregoing instrument was acknowledged before day of January, 1981 , by James G. Adams, Richard Marant, as City Manager, and Wanda Mullikin, as City Clerk- Auditor ,of CITY OF DANIA, a Florida municipal corporation, on be 1 ' half of said corpor=tion. NO'PARY PUBLIC r i. (NOTARY SEAL) My Commission Expires : j WTARV p jKZ STATE OF FLORIDA AT LARGE i STATE OF FL0-.'DA : My COMMISS10N FJIMRES MAR 1. 1984 } — pp p1}►P�I GENERAL INS.UNDERWRITERS COUNTY OF BROi2ARD : I b4t) thiswas The foregoin1981StbymSTEPHEN F. SNYDERgePrbesidentmand OWEPI P. day of January, j BELL, Secretary, of SATURDAY CORPORATION , a Florida corporation, on behalf of said corporation. NO'CARY F'UBI.iC (NOTARY SEAL) My Commission Expires : NOIARYRMX STATE OFFLORIDAATLARGE LV CO*W1SSVGa ZAPIRES MAR 1, 1964 CORDED THW OWEAAL M.UNDERWRITERS 28 I' f PASSED and ADOPTED on Second and Final Reading on the 13th day of January, 1981. MAYOR - COMMISSIONER ATTEST: CITY CLERK - AUDITOR APPROVED FOR FORM AND CORRECTIVENESS : By :� e 04 FRANK C. ADLER, CITY ATTORNEY -2- i 1