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HomeMy WebLinkAboutAgreement_General_12/20/1994_Palm Beach Co. 1862D R94 1862D DEC 2 0 1994 PALM BEACH COUNTY REAL PROPERTY LAND LEASE AGREEMENT between PALM BEACH COUNTY and VILLAGE OF TEQUESTA C Revised 12/05/94 7 TABLE OF CONTENTS PAGE ARTICLE I BASIC LEASE PROVISIONS Section1.01 Premises ..... ............................... 1 Section 1.02 Length of Term and Commencement Date........ 1 ARTICLE II RENT Section 2.01 Annual Rent .. ............................... 1 Section 2.02 Assessments .. ............................... 1 ARTICLE III CONSTRUCTION OF LEASED PREMISES Section 3.01 Acceptance of Premises by Lessee............ 2 Section 3.02 (a) Lessee's Work ............................... 2 (b) Mechanic's Liens ............................ 2 ARTICLE IV CONDUCT OF BUSINESS AND USE OF PREMISES BY LESSEE Section 4.01 Use of Premises ............................. 2 Section 4.02 Waste or Nuisance ........................... 2 Section 4.03 Governmental Regulations .................... 2 Section 4.04 Surrender of Premises ....................... 3 ARTICLE V REPAIRS AND MAINTENANCE OF PREMISES Section 5.01 Responsibility of Lessor And Lessee......... 3 Section 5.02 Responsibility of Lessee Regarding Alterations and Personal Property......... 3 ARTICLE VI INSURANCE AND INDEMNITY Section 6.01 Insurance by Lessee and Lessor .............. 3 Section 6.02 Indemnification ............................. ARTICLE VII DESTRUCTION OF LESSEE'S ALTERATIONS Section 7.01 Damage or Destruction by Fire, War or Actof God . ............................... 3 ARTICLE VIII UTILITIES .... ............................... 3 ARTICLE IX ASSIGNMENT AND SUBLETTING Section 9.01 Consent Required ............................ 4 ARTICLE X DEFAULT OF LESSEE Section 10.01 Default of Lessee ........................... 4 Section 10.02 Waiver, Accord and Satisfaction ............. 4 Section 10.03 Legal Expenses .............................. 4 ARTICLE XI QUIET ENJOYMENT Section 11.01 Lessor's Covenant ........................... 4 ARTICLE XII LESSOR'S OBLIGATION TO PURCHASE LESSEE'S ALTERATIONS ...................... 5 ARTICLE XIII MISCELLANEOUS Section13.01 Successors .................................. 5 Section 13.02 Annual Budgetary Funding /Cancellation....... 5 Section 13.03 Entire Agreement ............................ 5 Section 13.04 Notices ...... ............................... 5 Section 13.05 Severability . ............................... 6 Section 13.06 Brokers Commission .......................... 6 Section 13.07 Recording. .... ............................... 6 Section 13.08 Governing Law ............................... 6 Section 13.09 Time of Essence ............................. 7 EXHIBITS Exhibit " A " Legal Description of the Premises Exhibit "B" Site Plan LEASE AGREEMENT R 9 4 1 8 6 2 D THIS LEASE AGREEMENT, made and entered into this day of DEC 2 a Lg94 1994, by and between the VILLAGE OF TEQUESTA, hereinafter referred to as "Lessor" and PALM BEACH COUNTY, a political subdivision of the State of Florida, on behalf of the Palm Beach County Library Department hereinafter referred to as "Lessee" and W I T N E S S E T H: WHEREAS, Lessor and Lessee previously entered into a Land Lease Agreement dated July 28, 1992 under Resolution No. 92 -1034D pursuant to which Lessor leased certain land owned by it to Lessee for the construction and operation of a branch library facility; and WHEREAS, due to certain site conditions and market conditions, the projected construction cost of the facility exceeded the amount of funds available for the project; and WHEREAS, Lessor has agreed to acquire certain other real property in Palm Beach County, Florida, as hereinafter more particularly described; and WHEREAS, Lessor has agreed to construct a branch library facility upon the property to be acquired by it (the "Project ") as said Project is more particularly described in the Interlocal Agreement between Lessor and Lessee of even date herewith (the "Interlocal Agreement "); and WHEREAS, as an inducement to Lessee to provide for and operate a branch library within the Village of Tequesta, Lessor has agreed to lease said property and the completed Project to Lessee for One ($1.00) Dollar per year. NOW THEREFORE, in consideration of the rents, covenants and agreements hereinafter reserved and contained on the part of the Lessee to be observed and performed, the Lessor demises and leases to Lessee and the Lessee rents from Lessor the property hereinafter defined upon the following terms and conditions: ARTICLE I BASIC LEASE PROVISIONS Section 1.01 Premises. The Premises subject to this Lease consists of approximately 1.069 acres of land situated on Old Dixie Highway in the Village of Tequesta, Florida, as legally described in Exhibit " A " attached hereto, together with Lessor's interest, if any, in all improvements and appurtenances thereto, including, without limitation the improvements to be constructed by Lessor as part of the Project, (collectively the "Premises "). The Premises and the location of the improvements to be constructed as part of the Project are graphically depicted on the Site Plan attached hereto as Exhibit "B ". The parties acknowledge that Lessor shall at all times be and remain the owner of the Premises subject, however, to the terms and conditions of this Lease. Section 1.02 Length of Term and Commencement Date. The term of this Lease shall commence upon Substantial Completion of the Project as defined in the Interlocal Agreement (the "Commencement Date ") and shall extend for a period of fifty (50) years thereafter. Section 1.03 Termination of Prior Lease. The previous Land Lease Agreement between Lessor and Lessee dated July 28, 1992 and approved under Resolution No. 92 -1034D is 1 hereby terminated and the parties are relieved of all further obligation thereunder. ARTICLE II RENT Section 2.01 Annual Rent. Lessee shall pay Lessor for the use and occupancy of the Premises an annual rent of One ($1.00) Dollar (the "Rent "), payable on the Commencement Date and each subsequent anniversary thereof. Lessee is a tax - exempt entity as evidenced by tax exemption # 60- 2211419753C. No sales or use tax shall be included with Rent or any other payment required of Lessee pursuant to this Lease. Payment of Rent will be mailed to Lessor as stated in Section 12.05 of this Lease. Section 2.02 Assessments. Lessee during the term of this Lease shall pay before delinquency all assessments which may be levied by any governmental authority other than the Lessor against the Premises and the improvements thereon. In addition, Lessee shall pay before delinquency all non -ad valorem assessments levied by any governmental authority, including the Lessor, against the Premises and improvements thereon. ARTICLE III CONSTRUCTION OF LEASED PREMISES Section 3.01 Lessor's Work. Lessor agrees to construct the Project in accordance with the terms and conditions of the Interlocal Agreement. The full, complete and timely completion of the Project is a condition precedent to Lessee's obligations hereunder. Section 3.02(a) Lessees Work. Lessee agrees to perform all work, other than Lessor's Work, which is necessary to fully equip and maintain the Premises for Lessee's permitted use of the Premises as specified in Section 4.01 of the Lease. Lessee agrees and acknowledges that all improvements, alterations or additions performed by Lessee, whether pursuant to this Section or otherwise (hereinafter collectively "Alterations "), shall be performed and accomplished solely for the benefit and convenience of Lessee and not for the benefit of Lessor, such Alterations being nevertheless subject to each and every provision of this Lease. All work done by Lessee in connection with any Alterations, repairs and maintenance on the Premises shall be done in a good and workmanlike manner. (b) Mechanics' Liens. Lessee shall comply with the Construction Lien Law, Florida Statutes, Chapter 713, Part I, in the performance of Lessee's Work or any Alterations to the Premises, and shall, where required, obtain a Public Performance Bond in accordance with Florida Statutes 255.05 prior to commencing any such improvements. In the event that a mechanics' claim of lien is filed against the Premises in connection with any work performed by or on behalf of the Lessee, the Lessee shall promptly take action to have the lien removed from the Premises. Further, the Lessee agrees to indemnify, defend and save the Lessor harmless from and against any damage or loss incurred by the Lessor as a result of any such mechanics' claim of lien. ARTICLE IV CONDUCT OF BUSINESS AND USE OF PREMISES BY LESSEE Section 4.01 Use of Premises. Lessee shall use the Premises solely and exclusively for the establishment and operation of a local branch library. Lessee 2 shall not use, permit or suffer the use of the premises for any other purpose. Section 4.02 Waste or Nuisance. Lessee shall not commit or suffer to be committed any waste upon the Premises or allow any nuisance upon the Premises. Lessee shall not dispose of any contaminants including, but not limited to, hazardous or toxic substances, chemicals or other agents used or produced in Lessee's operations, in any manner not permitted by law. All refuse is to be removed from the Premises at Lessee's sole cost and expense and Lessee will keep such refuse in proper fireproof containers on the interior of the Premises until removed. Lessee, at its sole cost and expense, will keep the Premises free of rodents, vermin and other pests. Section 4.03 Governmental Regulations. Lessee shall, at Lessee's sole cost and expense, comply with all laws and regulations of all county, municipal, state, federal and other applicable governmental authorities now in force, or which may hereafter be in force, pertaining to Lessee or its use and occupation of the Premises. Section 4.04 Surrender of Premises. Upon termination or expiration of this Lease, Lessee shall, at its sole cost and expense, remove all of its personal property, trade fixtures and equipment from the Premises and shall surrender the Premises to the Lessor, whereupon any Alterations constructed by Lessee shall become the property of Lessor. Lessee agrees to execute such instruments as may be required to evidence Lessor's ownership of such Alterations. ARTICLE V REPAIRS AND MAINTENANCE OF PREMISES Section 5.01 Responsibility of Lessor and Lessee. Except for any warranty work required to be performed by Lessor pursuant to the Interlocal Agreement, Lessor shall not be obligated or required to make or conduct any maintenance or repairs to the Premises. All portions of the Premises, and all improvements constructed on the Premises shall be kept in good repair and condition by the Lessee, at the sole cost and expense of Lessee. Section 5.02 Responsibility of Lessee Regarding Alterations and Personal Property. All Alterations and personal property of Lessee shall remain the property of the Lessee at Lessee's sole risk for the Term of this Lease, or any extension or renewal hereof. ARTICLE VI INSURANCE Section 6.01 Insurance by Lessee and Lessor. From the Commencement Date through to the expiration of the term of this Lease, Lessee and Lessor shall provide each other with a certificate evidencing coverage or self - insurance coverage for comprehensive general liability in the amount of $100,000 per person and $200,000 per incident or occurrence. In the event the Legislature should change the Lessee's or Lessor's exposure by Statute above or below the sums insured against, each party shall provide proof of insurance to the extent of that exposure. Section 6.02 Property Insurance. If, as a matter of policy (the "County Policy "), the Lessee shall provide insurance coverage against loss or damage by fire and other casualty ( "Casualty Insurance ") to properties similar to the Premises, then the Lessee shall provide Casualty Insurance coverage to the Premises to the full extent permitted by the County Policy. Lessee shall advise Lessor what Casualty Coverage (if any) shall be provided with respect to the Premises and Lessor shall have the right to provide such additional Casualty Insurance coverages to the Premises as it shall deem appropriate. If the County Policy is such that Casualty Insurance is not provided with respect to the 3 Premises or, if provided initially, such Casualty Insurance coverage shall be terminated or diminished because of a change in the County Policy, Lessee shall advise Lessor of such fact in writing and Lessor, at its own expense, may obtain such Casualty Insurance coverages with respect to the Premises as it shall deem necessary. Section 6.03 Indemnification. Lessee shall, to the extent permitted by Law, indemnify and save harmless the Lessor from and against any and all claims, suits, actions, damages and /or causes of action arising during the Term of this Lease for any personal injury, loss of life and /or damage to property sustained in or about the Premises by reason or as a result of the use and occupancy of the Premises by the Lessee, its agents, employees, licensees and invitees, and from and against any orders, judgements, and /or decrees which may be entered thereon, and from and against al costs, attorney fees, expenses and liabilities incurred in and about the defense of any such claim. Nothing herein shall constitute a waiver of the sovereign immunity of either party. ARTICLE VII DESTRUCTION OF LESSEE'S ALTERATIONS Section 7.01 Damage or Destruction by Fire, War or Act of God. In the event any of the improvements upon the Premises shall be destroyed or damaged or injured by fire or other casualty during the Term of this Lease or any extension thereof, the Lessee shall, at its own expense, commence restoration thereof within one hundred eighty (180) days and thereafter diligently pursue the restoration to completion. Notwithstanding the foregoing, in the event of any such casualty, Lessee shall have the right, to be exercised in its sole discretion, to terminate this Lease. In the event Lessee elects to terminate this Lease, Lessee shall first place the Premises in a safe and sightly condition and shall at the request of the Lessor remove any improvements which are materially damaged. ARTICLE VIII UTILITIES Lessee shall be solely responsible for and promptly pay directly to the utility or other provider of such service all charges and assessments for water, gas, electricity, trash collection and removal or any other utility used or consumed on the Premises. In no event shall Lessor be liable for an interruption or failure in the supply of any such utilities to the Premises. ARTICLE IX ASSIGNMENT AND SUBLETTING Section 9.01 Consent Required. Lessee may not assign, mortgage, pledge or encumber this Lease in whole or in part, nor sublet all or any portion of the Premises, without the prior written consent of Lessor in each instance. The consent by Lessor to any assignment or subletting shall not constitute a waiver of the necessity for such consent to any subsequent assignment or subletting. ARTICLE X DEFAULT OF LESSEE Section 10.01 Default of Lessee. The occurrence of any one or more of the following shall constitute an Event of Default by Lessee under this Lease: (i) Lessee shall fail to perform or observe any of the agreements, covenants or conditions contained in the Lease on Lessee's part to be performed or observed and such failure shall continue for more than thirty (30) days after notice from Lessor; (ii) Lessee shall vacate or abandon the Premises; or (iii) Lessee's leasehold estate shall be taken by execution, attachment or process of law. If any 4 Event of Default occurs, then, at any time thereafter while the Event of Default continues, Lessor shall have the right to give Lessee notice that Lessor intends to terminate this Lease upon a specified date not less than three (3) days after the date notice is received by Lessee, and this Lease shall then expire on the date specified as if that date had been originally fixed as the expiration date of the Term of this Lease. If, however, the default is cured within the three (3) day period and the Lessor is so notified, this Lease will continue. Section 10.02 Waiver, Accord and Satisfaction. The waiver by Lessor of any default of any term, condition or covenant herein contained shall not be a waiver of such term, condition or covenant, or any subsequent default of the same or any other term, condition or covenant herein contained. The consent or approval by Lessor to or of any act by Lessee requiring Lessor's consent or approval shall not be deemed to waive or render unnecessary Lessor's consent to or approval of any subsequent similar act by Lessee. Section 10.03 Legal Expenses. In the event any action, suit or proceeding is commenced with respect to the interpretation or enforcement of this Lease, the prevailing party herein shall be entitled to recover all costs, expenses and fees expended or incurred in connection therewith, including, without limitation, reasonable attorney's fees. ARTICLE XI QUIET ENJOYMENT Section 11.01 Lessor's Covenant. Lessor represents and warrants that the Premises and the Project shall be free from encumbrances and that upon payment by the Lessee of the Rent and upon the observance and performance of all the covenants, terms and conditions of Lessee's part to be observed and performed, Lessee shall peaceably and quietly hold and enjoy the Premises for the term hereby demised without hinderance or interruption by Lessor or any other person or persons lawfully or equitably claiming by, through or under the Lessor, subject, nevertheless, to the terms and conditions of this Lease. ARTICLE XII LESSOR'S OBLIGATION TO PURCHASE LESSEE'S ALTERATIONS Notwithstanding anything in this Lease to the contrary, in the event Lessor during the term of this Lease ceases to be a member of the Palm Beach County Library Taxing District or any subsequent taxing authority duly formed in lieu of said Taxing District, Lessor, within ninety (90) days of notice by the Lessee, shall be required to purchase from Lessee all of the improvements constructed upon the Premises at the depreciated value thereof. For the purposes hereof, the improvements shall have an initial net value of Four Hundred Five Thousand Dollars ($405,000) as of the date of occupancy of the library branch facility by the Lessee, with a consolidated useful life of twenty -five (25) years and be depreciated on a straight line basis. At the closing, Lessee will assign to Lessor all of its right, title and interest in this Lease and in the Premises, and all improvements thereon, in a document satisfactory to Lessor and Lessee shall be released of any and all of its obligations under this Lease. Prior to the closing, Lessee shall remove all of its personal property, trade fixtures and equipment from the Premises. ARTICLE XIII MISCELLANEOUS Section 13.01 Successors. All rights and liabilities herein given to, or imposed upon, the respective parties hereto shall extend to and bind the several 5 respective heirs, executors, administrators, successors, and permitted assigns of the said parties; and if there shall be more than one Lessee, they shall be bound jointly and severally by the terms, covenants and agreements herein. In the event Lessor sells its interest in the Premises and the purchaser assumes Lessor's obligations and covenants, Lessor shall thereupon be relieved of all further obligations hereunder. Section 13.02 Annual Budgetary funding /Cancellation. The term of this Lease shall be subject to annual budgetary funding by the Board of County Commissioners of Palm Beach County. Notwithstanding anything in this Lease to the contrary, Lessee shall have the right to terminate this Lease for any reason upon ninety (90) days prior written notice to Lessor, whereupon Lessee's right, title and interest in this Lease and in the Premises and all improvements thereon shall be transferred to Lessor. Thereafter, Lessee shall be relieved of all further obligations hereunder except in the event termination of this Lease has occurred as a result of the circumstances set forth in Section 7.01 hereof which, in that event, Lessee shall be obligated to fulfill the requirements of said Section 7.01. Section 13.03 Entire Agreement. This Lease and the Exhibits attached hereto, together with the Interlocal Agreement, constitute all agreements, conditions and understandings between Lessor and Lessee concerning the Premises. All representations, either oral or written, shall be deemed to be merged into this Lease and the Interlocal Agreement. Except as herein otherwise provided, no modification or amendment to the terms of this Lease shall be binding upon Lessor or Lessee unless set forth in writing and executed by the parties with the same formalities required for the original execution of this Lease. Section 13.04 Notices. Any consents, approvals and permissions by the Lessor shall be effective and valid only if in writing and any notice from either party to the other as required or permitted hereunder shall be in writing and shall be deemed to be duly given only if mailed prepaid by certified mail return receipt requested, addressed: (a) If to the Lessor at: Village of Tequesta Village Manager 357 Tequesta Drive P.O. Box 3273 Tequesta, FL 33469 (b) If to the Lessee at: Palm Beach County Library Department 3650 Summit Boulevard West Palm Beach, FL 33406 with a copy to: Property and Real Estate Management Division 3323 Belvedere Road Building 503 West Palm Beach, FL 33406 and County Attorney 301 North Olive Avenue West Palm Beach, FL 33401 or at such address as the Lessor or the Lessee, respectively, may designate in writing. 6 Section 13.05 Severability. If any term of this Lease or the application thereof to any person or circumstances, shall be determined by a court of competent jurisdiction to be invalid or unenforceable, the remainder of this Lease, or the application or such term to persons or circumstances other than those as to which it is invalid or unenforceable, shall not be affected thereby, and each term of this Lease, shall be valid and enforceable to the fullest extent permitted by law. Section 13.06 Brokers commission. Lessor and Lessee each represents and warrants to the other that it has not dealt with any broker salesman, agent or finder in connection with this transaction. Without limiting the effect of the foregoing, to the extent permitted by law, each party agrees to indemnify, defend and save the other harmless from the claims and demands of any real estate broker claiming to have dealt with the indemnifying party. Such indemnity shall include, without limitation, the payment of all costs, expenses and attorneys fees incurred or expended in defense of such claims or demands. Section 13.07 Recording. Upon execution hereof, a copy of this Lease shall be recorded in the Public Records of Palm Beach County. Section 13.08 Governing Law. This Lease shall be governed by and interpreted according to the laws of the State of Florida. Section 13.09 Time of Essence. Time is of the essence with respect to the performance of every provision of this Lease in which time of performance is a factor. (INTENTIONALLY LEFT BLANK) 7 Section 13.10 Radon Gas. Radon is a naturally occurring radioactive gas that, when it has accumulated in a building in sufficient quantities, may present health risks to persons who are exposed to it over time. Levels of radon that exceed federal and state guidelines have been found in buildings in Florida. Additional information regarding radon and radon testing may be obtained from the county health unit. IN WITNESS WHEREOF, the parties hereto have executed this Lease, or have caused the same to be executed as of the day and year first above written. ATTEST: LESSOR: VIL E OF TEQUESTA By cam..,. -,c,� oO��..._- Vi..lage erk Mayor APPROVED AS TO FORM ANP LEGAL SU FICIENCY Vil age Attorney ATTEST: LESSEE: DOROTHY H. WILKEN, CLERK ��:• -. PALM BEACH COUNTY, FLORIDA A POLITICAL SUBDIVISION OF O ORIDA Oj By: r AE ut Clerk " 0Vtb � e P y� ; I hair / 'c APPROVED AS TO FORM a'a >' '; S w AND LEGAL SUFF IENCY R94 1862D Assis an un Attorne DEC 201994 mmr \agreemnt \tequesta.lib 12/06/94 8 W H W a P P4 4 o - z H o H H PO H H a P4 W U N W A a cn W a EXHIBIT A A PAACEL OF LAX0 LYING IN SWTtOV 30, TOWNSHIP 40 SoVN, RANGE 13 LAST, PAL( *EACH COLVrY, FLORIDA 6tING MORE PAATICUtARLY DESCRIBED AS FOLLOWS; COMMENCING FROM THE NORTHWEST CORNER OF THE SOITTtMEST ONE QUARTER OF SAID SECTION 30, bZhR N 69 t, ALONG THE NORTH LINE OF SAID SOtTdVZST ONt QUARTER A DISTANCE OF OS3.26 FEF! TO THt INTERStCTIOM WITH THS &ASST RIGHT -OF -WAY LINE OF OLD OIXIZ HIGHWAY, AN 40 FOO'!' RIGHT-07-UT AS NOW LKID OUT AND IN USE; THENCZ BEAR S 22 t, KIAW SAID EAST RIGHT -OF -MAY LINE, A DISTANCE OF 621.37 ?28T TO THZ POINT OF UCINNUIG: THENCS CONTINDB S 22.61 t, ALDNG SAID RIWR- OF -WAY L.INZ, A DISTANCE OF 175.00 FELT; THEM IZAA N 67.16 t, A DISTANCE OF 266.00 FEET; TKZNCt SEAR N 22.61'51' W, ALOMG A L.INZ PARALLM. TO THt SAID EAST RIGHT -OF -MAY LINZ OF OLD DIXIE HIGHWAY, A DISTAXCt OF 175.00 FELT; THENCZ DtAlt S 67.14 1 09 0 W, A DISTANCt OF 266.00 FM TO THE POINT OF BEGINNING. CONTAINING 1.064 ACRES MORE OR LESS (16,550 SQ. FT.) EXIBIT "B" SITE PLAN EXHIBIT "All LEGAL DESCRIPTION OF PREMISES A PARCEL OF LAND LYING IN SECTION 30, TOWNSHIP 40 SOUTH, RANGE 43 EAST, PALM BEACH COUNTY, FLORIDA BEING MORE PARTICULARLY DESCRIBED AS FOLLOWS; COMMENCING FROM THE NORTHWEST CORNER OF THE SOUTHWEST ONE QUARTER OF SAID SECTION 30, BEAR N 89 49' 04" E, ALONG THE NORTH LINE OF SAID SOUTHWEST ONE QUARTER A DISTANCE OF 953.24 FEET TO THE INTERSECTION WITH THE EAST RIGHT -OF -WAY LINE OF OLD DIXIE HIGHWAY, AN 80 FOOT RIGHT -OF -WAY AS NOW LAID OUT AND IN USE; THENCE BEAR S 22 41' 51" E, ALONG SAID EAST RIGHT -OF -WAY LINE, A DISTANCE OF 421.37 FEET TO THE POINT OF BEGINNING; THENCE CONTINUE S 22 41' 51" E, ALONG SAID RIGHT -OF -WAY LINE, A DISTANCE OF 175.00 FEET THENCE BEAR N 67 18' 09" E, A DISTANCE OF 266.00 FEET; THENCE BEAR N 22 41' 51" W, ALONG A LINE PARALLEL TO THE SAID EAST RIGHT -OF- WAY LINE OF OLD DIXIE HIGHWAY, A DISTANCE OF 175.00 FEET; THENCE BEAR S 67 18' 09" W, A DISTANCE OF 266.00 FEET TO THE POINT OF BEGINNING. CONTAINING 1.069 ACRES MORE OR LESS (46,550 SQ. FT.) ��10N - bb'!. -lt NOI�II�Id �1N�W�/�`�dW1 �i�,� -t�� `N0I,,1�n�NoJ � N9IG✓•�1 r � (�11NNd'fv� ����- E°il��� ,0�"n� '� ►Y�GJ a . 4�1 1 `mss i a O oa w 1 • - � � •, a A �a 04 to �+ ��Z