HomeMy WebLinkAbout2017 - DTF Rescission-Release AgreementMUTUAL RESCISSION AND RELEASE AGREEMENT
This Mutual Rescission and Release Agreement, made and entered into as of this 14th day of
September, 2017, by and between the City of Sebastian, a Florida municipal corporation existing
under the laws of the State of Florida, 1225 Main Street, Sebastian, Florida 32958 ("CITY"), and
DTF, Inc., a Florida corporation (hereinafter "Concessionaire"), and Dennis R. Fink and Theresa
L. Fink (collectively, "Guarantor") 643 Chessser Avenue, Sebastian, Florida 32958.
WITNESSETH:
WHEREAS, the Concessionaire and Guarantor entered into a Concession Lease with the CITY
and the parties thereafter amended and terminated that First Agreement, and entered into a
Concession Lease on the 20th day of November, 1997; and
WHEREAS, the Concessionaire desires an immediate and complete release of the terms of said
Concession Lease and the immediate and total vacation of the leased property, including any and
all equipment and fixtures whatsoever; and
WHEREAS, the City also has an interest in the immediate and complete release of the terms of
the Concession Lease and the immediate and total vacation of the leased property; and
WHEREAS, all parties have determined that a Mutual Rescission of the Concession Lease is in
their best interest and desire to proceed with a Mutual Rescission and Release of said Concession
Lease.
NOW, THEREFORE, in consideration of the covenants, terms and conditions to be performed
as set forth hereinafter, the receipt and sufficiency of which are hereby acknowledged, the parties
hereto have agreed and do agree as follows:
1. The Concessionaire shall be relieved of making any further concession fees, that would
have otherwise become due prior to the current November 20, 2017 Expiration Date.
2. The Concessionaire shall immediately vacate the leased property and hereby grants and
transfers ownership of any equipment or fixtures to the CITY. Concessionaire shall not
remove any equipment or fixtures, whatsoever, excepting Concessionaires personal
effects, if any. Concessionaire and Guarantors herby certify that all improvements,
fixtures, and equipment are free and clear of all claims, liens, security interests, or other
encumbrances.
The Concessionaire shall be promptly paid five thousand fifty-eight dollars ($5,058) to
compensate for the loss of business income during the recent partial closing of the golf
course and a credit for one-half of the September 2017 rent.
4. The parties mutually agree that as this is a Mutual Rescission specifically requested by
Concessionaire, Concessionaire will not be entitled to any reimbursement for
improvements to leased property under Section 1(f) of the Concession Lease or
otherwise.
5. The Concessionaire hereby completely releases and forever discharges the City of
Sebastian, Florida, its agents, employees, representatives, insurers, of and from any and
all claims, rights, damages, costs, attorney's fees, expenses and compensation of any
nature whatsoever, known or unknown, whether based in tort, contract (express, implied
or otherwise) or any other theory of recovery, and whether for compensatory or punitive
damages, or for equitable relief, which the Concessionaire has now, or which may
hereafter accrue or otherwise be acquired, in any way arising out of or connected with the
Concession Lease with the CITY and any and all subsequent amendments and this
Mutual Rescission and Release of the Concession Lease.
6. Concessionaire and Guarantors will cooperate fully with the transfer of the SAX liquor
license to the City or a party designated by the City, and will sign all appropriate
documents.
FURTHERMORE, All the parties state: 1) they have carefully read this Mutual Rescission and
Release; 2) they fully understand its final and binding effect; 3) they are signing this
Cancellation voluntarily and with the full intent of releasing the City of Sebastian as set forth
above; 4) they have not been fraudulently induced, coerced, or intimidated to sign this Mutual
Rescission and Release; 5) they have not assigned the rights they are releasing hereunder; and 6)
they have not relied upon any oral or written statement or acts made by the City of Sebastian, its
agents, officers or attorneys; and they agree that this Mutual Rescission and Release may not be
changed orally.
IN WITNESS WHEREOF, the parties hereto have duly executed this Mutual Rescission and
Release Agreement on this 14th day of September, 2017.
A est:.
este VilliamsAMC
Approved alto -form and content:
City Attorney
CITY OF SE ASTIAN
Joe Griffm
City Manager
CONCESSIONAIRE: DTF, Inc.
Dennis R. Fink
President and individually as Guarantor
Theresa L. Fink
Vice President and individually as Guarantor