Chamber of Commerce/OKMS AgreementMONTH TO MONTH
LEASE AGREEMENT
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THIS AGREEMENT entered into this 1st day of October 2012
between the CHAMBER OF COMMERCE OF OKEECHOBEE COUNTY
(hereinafter "COC") and OKEECHOBEE MAIN STREET, INC., (hereinafter "OKMS").
TERMS AND CONDITIONS
PREAMBLE
THIS MONTH TO MONTH LEASE is for the specific purpose of use of the
leased premises AT 55 S. Parrott Ave. for the OKEECHOBEE MAIN STREET, INC.
organization and for no other purpose. As such, the mission, purpose and activities of
the OKMS would include the following:
1. The OKMS organization is a not for profit entity established by concerned
citizens and businesses for the primary purpose of promoting festivals and the overall
beautification of the City and County of Okeechobee
2. The goal of OKMS is to promote the historical value and social welfare of the
downtown area of the City of Okeechobee and to functionally promote festivals and
celebrations associated with the historical aspects of the City. The corporation is authorized
and empowered to do all things necessary to carry on and accomplish the purpose for which
it is organized and chartered which are allowable by law.
3. Included in the general mission and goals of the OKMS would be to
perform , all those activities expected -of a traditional and viable main street. While the
means and efforts used by OKMS to accomplish its goals are within the discretion of
that organization, the main street organization has historicallyy sponsored and promoted
certain annual civic events which would be expected to continue, such as Speckled Perch
Festival, Labor Day Festival; Christmas and Holiday events; National Day of the
American Cowboy, and similar events that are designed to attract citizens and tourists
to the City of Okeechobee.
4.. That at all times during the terms of the lease OKMS shall be
maintained as a viable organization, with consistent membership, a daily presence on
the leased premises, regular meetings, continued registration with the Division of
Corporations for the State of Florida, maintaining regular records, and generally
continually operating as a business entity_
TERM: The term hereof shall commence on the 1st day of October, 2012, and
continue on a month by month basis unless earlier modified or terminated by renewal, by
eviction, or by further agreement of the parties, whichever first occurs. This lease is
bound by the term length of the current lease with the City and the COC.
RENT: OKMS will be responsible for 50% of all physical plant (water, waste disposal,
electric, gas, if applicable, etc) on the first day of each month. OKMS will also pay half of the
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yearly building insurance premium that the COC currently pays. This premium is due upon
receiving notice from COC. If in the future additional administrative needs arise, OKMS and
COC will negotiate the associated costs. OKMS agrees not to hold the COC responsible
for any delay in the installation of, telephone and internet service, or gas, or any meters
therefore, or interruption of the use and services of such commodities. Future additional
costs (building maintenance, signage, etc) which may occur will be equally allocated
between COC and OKMS.
CONDITION OF PREMISES AND REPAIR: OKMS hereby accepts the premises in the
condition that they are in at the beginning of this Lease and agrees to maintain said
premises in the same condition, order, and repair as they are in at the commencement of
this Lease, excepting only reasonable wear and tear arising from the use thereof under
this Lease Agreement.
OKMS will, at the end of the Lease, surrender and deliver up the premises, without
demand, in as good order and condition as when entered upon, loss by fire, inevitable
accident, ordinary wear and decay only excepted.
IMPROVEMENTS: Any type of enhancement to the property must first be presented to
the COC Board of Directors and, if approved, (dependent on the type of enhancement)
must be concurred with by the City. Any improvements requested by OKMS, shall inure to the
benefit of, and become the sole property of, the COC upon termination of this lease.
INSURANCE: OKMS is liable for any and all claim, action, suit or other demand for
death, personal injury, property/casualty Toss, environmental claim, or any incidental
Toss which may occur, or claimed to have occurred on or in the premises, or wherever
occurring if arising out of the use of the premises, or arising out of any event, function or
use made by OKMS, and shall hold CITY and COC, its heirs and assigns, harmless
therefrom, and indemnify CITY and COC, including all attorney's fees and costs
incurred in such action. That by virtue of this lease, it shall not be implied or
construed, and the CITY shall not, waive any rights or privileges inuring to the CITY
under Florida Statute Ch. 768 or any constitutional sovereign immunity.
OKMS shall maintain liability and errors/omissions insurance coverage to protect itself
against such claim or injury in the minimum sum of $1,000,000 per person/$1,000,000
per occurrence and name the COC and the CITY as additional insured there under to
the extent permitted by the policy. Any insurance for contents or personalty on the
premises is at the discretion of OKMS.
DESTRUCTION OF PREMISES: If the premises are improved, and in the event that
the premises are destroyed or so damages by fire or other unavoidable casualty so as
to be unfit for occupancy or use, then the OKMS shall have the ability to exercise one
of the following options: (1) Terminating said lease, whereupon OKMS would forfeit all
rents to date, but not be liable for any further rental hereunder; (2) continue to use the
premises if practical, with rent adjusted by agreement of the parties if the property is
less than fully habitable or useful for OKMS purposes.
USE OF PREMISES: OKMS will be allotted one office for their sole use and reasonable
storage space in the building with the additional office being for the use of the COC. To
avoid conflict, OKMS will need to reserve the conference room in writing with the
Administrative Assistant of the COC. If prior arrangements have not been made, COC use
of the conference room takes precedence.
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TAXES: Any taxes or any other assessment caused by OKMS use of the property as
a non-profit enterprise shall be the sole responsibility of OKMS, who shall hold the COC
harmless therefrom, and indemnify COC, including attorney's fees and costs. The OKMS
shall promptly forward to the COC any State or Federal tax notice that pertains to
delinquency, assessment or other penalty proposed against the entity or property.
Confidential Information: It is understood and agreed that confidential information is
stored within the confines of the Chamber office. This information is secured from the
public due to the level of information associated with the perspective client. To continue
to ensure the protection of such information and to preserve the confidentiality necessary
under the agreement between the Chamber and the client, OKMS will not have access to
these or any other files deemed confidentiality and any other information covered under
the respective client agreement with the Chamber. If OKMS is accidently exposed to any
information marked Chamber confidential, then OKMS should maintain the confidentiality
of said information within their organization. OKMS will be required to sign the
Chamber's confidentiality agreement which will cover all of the above and can be
amended as required.
EQUIPMENT: The parties acknowledge that certain equipment may be installed or used
on the premises; any personal property or equipment affixed to the premises by the use
of bolts, screws, glue or fastening devise shall be considered a fixture, and the property
of COC upon the OKMS vacating the premises.
UNLAWFUL USE: OKMS shall make no unlawful use of the premises, or permit such
use to occur, and use the property solely for OKMS business uses.
GENERAL CONDITION OFPREMISES: OKMS shall keep the premises clean, picked
up, painted, orderly, and not in violation of any City or County codes or State statutes.
Any type of enhancement to the property must first be presented to the COC Board of
Directors and, if approved, (dependent on the type of enhancement) must be concurred
with by the City.
PERSONALTY: Any property of OKMS remaining on or within the leased premises
ninety (90) days after termination of this lease may be disposed of by COC either by (a)
selling the property to offset monies owed by OKMS under this lease; (b) disposing of
the property at the landfill; or (c) retaining such property for the sole use of COC; all
without any claim therefore by the OKMS.
OKMS PROPERTY: OKMS assumes all responsibility for theft or damage to all
personal property of OKMS or guests stored or used. on premises and releases COC
from any and all liability therefore.
DEFAULT IN RENTALS: If OKMS shall fail to pay rent when due, or perform any term
hereof, after not less than three (3) days written notice of such default given in the
manner required by law, the COC, at its option, may terminate aii rights of OKMS
hereunder, including retaining any advance deposits, unless OKMS, within said
three days, shall cure such default.
NOTICES: Any notice which either party may or is required to give, may be given by _
mailing the same by certified mail, postage pre -paid, to OKMS at the premises or to
COC at the address where the monthly payments of rent are made.
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DEFAULT: COC may, at its sole discretion, declare this lease in default for any of the
following:
a. Failure by OKMS to comply with each and every term herein, including but not limited
to continually maintaining an active registered nonprofit corporate status with the
State of Florida Division of Corporations
b. Failure to pay rent when due as set out above
c. Failure by OKMS to maintain all required permits, licenses, insurance and
maintenance at the premises
d. Failure to continually and daily operate as a Main Street entity, including holding
regular memberships meetings
e. Failure to keep all taxes, assessments paid up to date with any local, state or federal
agency
f. At any time, upon five (5) -days advance notice, in the event OKMS has caused or
permitted, damage or destruction of the premises
g. Failure of OKMS to comply with its stated purpose(s) and mandate of the OKMS
as set out in the PREAMBLE herein.
h.' COC reserves the right to terminate the lease with or without cause by giving a 90
day notice of termination to OKMS
SURRENDER OF PREMISES: OKMS shall surrender the premises to COC upon the
earliest of the following:
a. Upon any default by OKMS of any provision of this lease, within thirty (30) days of
written notice thereof, subject to cure any default
b. At the conclusion of the rental period hereunder.
CURE OF DEFAULT: That COC shall, prior to a formal declaration of default of the
lease, provide to OKMS a period of time to address and cure any claimed default.
That OKMS shall have a period of ninety (90) days from date of written notice to cure
the claimed default to the satisfaction of the COC. Such time may be extended in the
sole discretion of the COC as they may agree.
SEVERABILITY: If any part of this Lease Agreement shall be construed to be
unenforceable, the remaining parts shall remain in full force and effect as though any
unenforceable part were not written into this Lease Agreement.
APPLICABLE LAW: Thb Lease Agreement is to be construed according to the laws of
the State of Florida, venue being Okeechobee County, Florida.
CAPTIONS: Captions and headings in this Lease Agreement are for convenience only
and shall not be relied upon in construing the meaning of this Lease Agreement or any
of its provisions.
TYPEWRITTEN OR HANDWRITTEN PROVISIONS: Typewritten or handwritten
provisions, either as additional terms and conditions or alterations to existing terms and
conditions, shall control all printed provisions in conflict with them.
TIME OF ESSENCE; Time is of the essence in this agreement.
ENTIRE AGREEMENT: The foregoing constitutes the entire Agreement between the
parties and may be modified only by a writing signed by both parties.
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AS TO THE OKMS:
Date: /D —/ -/ 02
Maureen Burroughs - President
John Creasman — Vice President
AS TO THE COC
Date: /0 /1//
Nitness Signature
Printed Name:'"R
/l t"i gI h AYYIC
Address:
. Mixon, P
Robert Lee, Secretary
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