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HomeMy WebLinkAbout12301RESOLUTION NO. 12301 A RESOLUTION APPROVING A LEASE AGREEMENT BETWEEN THE CITY OF PUEBLO AND THE SOUTHEASTERN COLORADO HERITAGE CENTER RELATING TO A PORTION OF THE RAILROAD FREIGHT STATION LOCATED AT 201 AND 301 WEST B STREET, PUEBLO, COLORADO AND AUTHORIZING THE PRESIDENT OF THE CITY COUNCIL TO EXECUTE SAME WHEREAS, The Southeastern Colorado Heritage Center has leased the building since 2000; and WHEREAS, the City of Pueblo is occupying a portion of the building for City offices and operations; BE IT RESOLVED BY THE CITY COUNCIL OF PUEBLO, that: SECTION 1. The Lease Agreement dated as of September 14, 2011 between the City of Pueblo, a Municipal Corporation, as Landlord and Southeastern Colorado Heritage Center as Tenant, relating to the railroad freight station located at the corner of Victoria Avenue and “B” Street, Pueblo, Colorado, a copy of which is attached hereto, having been approved by City Attorney, is hereby approved. SECTION 2. The President of the City Council is authorized to execute and deliver the Lease Agreement in the name of the City of Pueblo. INTRODUCED: January 23, 2012 BY: Steve Nawrocki COUNCILPERSON Background Paper for Proposed RESOLUTION DATE: JANUARY 23, 2012 AGENDA ITEM # M-4 DEPARTMENT: PLANNING AND COMMUNITY DEVELOPMENT JERRY M. PACHECO, DIRECTOR TITLE A RESOLUTION APPROVING A LEASE AGREEMENT BETWEEN THE CITY OF PUEBLO AND THE SOUTHEASTERN COLORADO HERITAGE CENTER RELATING TO A PORTION OF THE RAILROAD FREIGHT STATION LOCATED AT 201 AND 301 WEST B STREET, PUEBLO, COLORADO AND AUTHORIZING THE PRESIDENT OF THE CITY COUNCIL TO EXECUTE SAME ISSUE Should the City of Pueblo approve a lease agreement between the City of Pueblo and the Southeastern Colorado Heritage Center relating to a portion of the railroad freight station located at 201 and 301 West B Street, Pueblo, Colorado? RECOMMENDATION Approve the Resolution. BACKGROUND The Southeastern Colorado Heritage Center (Center) has leased a portion of the D&RGW Freight Station owned by the City at 201 West B Street since the year 2000. The City of Pueblo has relocated City offices (old Municipal Court, present Human Resources and Civil Service Departments and Interim City Council Chambers) in other portions of the building at 301 West B Street. Attachment A shows the areas of City occupancy Parcel “B” and areas of the Center occupancy as Parcel “A.” The term of the Lease is for a 1-year period and therefore at the option of the City. The rent is $10.00 per year. The Center is responsible for all maintenance and repairs (except exterior walls, roof, and structural portions of the building), taxes, utilities, and liability insurance. The City will maintain fire and extended coverage insurance with all proceeds payable to the City. The restroom in Parcel “A” will be open to the public during the Center’s normal operating hours. The restroom in Parcel “B” will be open to the public during City’s normal operating hours. No parking area or spaces are included in the property being leased. FINANCIAL IMPACT None. LEASE AGREEMENT THIS LEASE AGREEMENT entered into as of September 14, 2011 between the City of Pueblo, a municipal corporation, (herein "Landlord ") and the Southeastern Colorado Heritage Center (herein "Tenant "). 1. Parties. The City of Pueblo is a municipal corporation of the State of Colorado. The Southeastern Colorado Heritage Center is a Colorado non - profit corporation qualified under Section 501(c)(3) of the United States Internal Revenue Code. The Southeastern Colorado Heritage Center is a consortium of independent organizations dedicated to historic preservation which have joined together to promote the operation of a museum devoted to western history and a western research library. 2. Premises. Landlord leases to Tenant and Tenant leases from Landlord, subject to the terms and provisions of this Lease, those portions of the building shown as Area A on the Site Plan attached as Attachment A which is located on a portion of the real property formerly constituting the railroad freight station located at the corner of "B" Street and Victoria Avenue, Pueblo, Colorado (the "Building "). It is understood by the parties that the Building has been designated an historic building on the Colorado Historic Register. Landlord shall not be responsible for any defect in the Building or obligated to make any repairs, alterations, or improvements or additions thereto except as provided in paragraph 8 below. The taking of possession of the Building or any part thereof by Tenant, shall be conclusive evidence that Tenant accepts the Building "AS IS" and "WITH ALL FAULTS" and that the Building is in good and satisfactory condition at the time such possession is taken. 3. Use. (a) The use and occupation of the Building by the Tenant is limited and restricted exclusively to Area A for activities promoting historic preservation and education, and the support thereof, and that such use and occupation shall include cooperation with other historic preservation groups and organizations. Tenant shall use the Building in a careful, safe and proper manner. Tenant shall not use or allow the Building to be used for any improper, unlawful, immoral or objectionable purpose. Tenant shall not cause, maintain, or permit any nuisance or waste in, on or about the Building. (b) Landlord and Tenant acknowledge that the restoration, reconstruction, repair and use of the Building are subject to restrictions, limitations and covenants contained in agreements and grants with the Colorado Department of Highways and Colorado Historical Society (the "Grant Covenants "). Landlord and Tenant acknowledge receipt of a copy of the Grant Covenants and agree that the Grant Covenants are incorporated herein as if set out herein in full. Landlord and Tenant shall be bound by and shall comply with the Grant Covenants. (c) Tenant will not discriminate against any employee or applicant for employment, nor exclude from participation in, or deny the benefit of services, programs or activities Lease Agreement (01- 17- 12).DOC performed by Tenant because of race, creed, color, national origin, sex, marital status, religion, ancestry, mental or physical handicap, or age. (d) Tenant shall have access only to the restrooms in Area A of the Building, which may be open to the public during normal business hours of Tenant subject to such reasonable rules and regulations for such use as Tenant shall adopt and post in the Building. Tenant shall be responsible for cleaning and maintenance of said restrooms in Area A. 4. Rent. Tenant agrees to pay to Landlord, without any right of offset or deduction whatsoever, annual rent of $10.00, in advance without notice or demand, on or before the 1st day of each calendar year during said term at such address as may be specified from time to time in writing by Landlord, with the first year's installment to be paid upon execution hereof. All past due installments shall bear interest at the rate of 12% per annum until paid. All other sums and charges required to be paid to Landlord by Tenant under this Lease shall be deemed to be rent and shall be payable in the manner provided and recoverable as rent, and Landlord shall have all rights specified in this Lease against Tenant for default in payment thereof as in the case of arrears of rent. 5. Term. The term of this Lease shall commence on the date of the Lease and be for the period through December 31, 2012. The term may be extended solely at the option of the Landlord, for the first renewal term starting January 1, 2013 and ending December 31, 2013 and for additional renewal terms thereafter, each of one calendar year' s duration. In the event the Landlord shall determine, for any reason not to renew this Lease, the Landlord shall give written notice to such effect to the Tenant not less than ninety (90) days prior to the end of the original term or the then renewal term; provided however, that a failure to give such notice shall not prevent the Landlord from declining to renew this Lease, nor result in any liability on the part of the Landlord, provided, further in no event shall Tenant have less than ninety (90) days to vacate the Building. The option of the Landlord to renew or not to renew this Lease shall be conclusively determined by whether or not the City Council of Landlord has, on or before the thirty -first day of December, immediately preceding the commencement of any renewal term, budgeted and appropriated moneys sufficient to pay all financial obligations of the Landlord under this Lease for such ensuring renewal term. 6. Taxes. Tenant shall pay, before delinquency, any and all taxes, assessments, license fees and other charges imposed, levied or assessed and which become payable during the term hereof upon the Building, or upon Tenant's operations, occupancy or conduct of business upon or from the Building, or upon Tenant's equipment, furniture, fixtures, and other personal property located in the Building, whether said taxes are assessed against the Landlord or Tenant, and upon all alterations, additions or leasehold improvements made by Tenant. 7. Utilities. Tenant shall pay all charges for utility services which are used in or supplied to Area A of the Building. Landlord shall not be obligated to furnish or provide any utilities or other services of any kind. 8. Modifications. Subject to receipt of sufficient and adequate funds therefor, Landlord will construct an emergency fire exit in Area A in accordance with Landlord's plans and -2- specifications therefor, and thereafter Landlord will maintain the exterior walls, roof and structural portions of the Building in good condition and repair, except for repairs necessitated by the negligent acts of Tenant. Landlord anticipates the installation of the emergency fire exit will be completed prior to January 1, 2012, however, Landlord makes no representation or warranty, express or implied, with respect to the completion date. Tenant shall keep and maintain the interior of Area A of the Building in good and safe condition and repair. Tenant shall keep and maintain all sidewalks adjacent to Area A of the Building in a clean and safe condition free of snow, ice and debris. Landlord shall maintain that portion of the property adjacent to the real property which is designated by Landlord for vehicular parking. Tenant shall, at its expense, make all structural and exterior repairs to the Building which are the result of acts of negligence of Tenant, its agents, employees, customers or invitees, or the particular nature of Tenant's use of the Building. Tenant shall, at its own expense, make all necessary repairs to the following systems that serve Area A of the Building: plumbing, heating and air conditioning equipment and systems, the electrical equipment and system, and the sewer and waterline system and connections in and to the Building. Tenant shall give to the Landlord prompt written notice of any accidents or damages to said systems that may come to Tenant's notice. 9. Quiet Enjoyment. Tenant shall, and may peacefully have, hold and enjoy Area A of the Building, subject to the other terms hereof, provided that Tenant pays the rent herein recited and performs all of Tenant's covenants and agreements herein contained. 10. Alterations. Tenant shall not make any additions, alterations or improvements in or to the Building without Landlord's prior written consent. Tenant shall not permit or allow any lien to be filed or recorded against the Building or Landlord's interest therein and Tenant shall fully cooperate with Landlord in obtaining the protection afforded Landlord under Section 38 -22 -105, C.R.S. All additions, alterations and improvements made in or to the Building by either Landlord or Tenant shall, at the option of the Landlord, become the property of Landlord and be surrendered with the Building at the termination of this Lease or be removed by Tenant at its expense and the Building restored to its original condition. The failure of Tenant to remove its fixtures or any of its property within ninety (90) days after the termination of this Lease shall be deemed abandonment of such property at the option of Landlord. 11. Right of Entry. Landlord reserves and shall, upon reasonable notice (except in the event of an emergency), have the right to enter the Building to inspect the same, to supply any service to be provided by Landlord to Tenant hereunder, to extend services to and restore any area of the Building, and to extend, alter, improve, or repair the Building and any portion of the Building without abatement of rent, and may for that purpose erect, use and maintain scaffolding, pipes, conduits and other necessary structures in and through the Building where required by the character of the work to be performed, provided Landlord takes appropriate precautions to protect Tenant's artifacts, displays, archives, library materials and all personal property of Tenant located in Area A and further provided that the Area A entrance to the Building shall not be denied Tenant, and further provided that the activities of Tenant shall not be interfered with unreasonably. Tenant hereby waives any claim for damages for any injury or inconvenience to or interference with Tenant's - 3 - activities, any loss of occupancy or quiet enjoyment of the Building, and any other loss occasioned thereby. For each of the aforesaid purposes, Landlord shall at all times have and retain a key with which to unlock all of the doors in, upon or about the Building, and Landlord shall have the right to use any and all means which Landlord may deem necessary or proper to open such doors in an emergency in order to obtain entry. Any entry to the Building shall not under any circumstances be construed or deemed to be a forcible or unlawful entry into, or a detainer of, the Building, or an eviction, of Tenant. Tenant shall permit Landlord (or its designees) to enter the Building to erect, use, maintain, replace and repair, pipes, cables, conduits, plumbing, vents and telephone, electric and other wires or other items, in, to and through the Building, as and to the extent that Landlord may now or hereafter deem to be necessary or appropriate for the proper operation and maintenance of the Building and to extend services to and restore portions of the building shown as Phase B on Attachment A. All such work shall be done, so far as practicable, in such manner as to minimize interference with Tenant's use of Area A of the Building. 12. Hold Harmless and Indemnification. Landlord shall not be liable to Tenant or to Tenant's agents, employees, customers or invitees, and Tenant waives all claims against Landlord for any injury or damage, including personal injury, to any person or property in or about the Building by or from any cause whatsoever, including, without limitation, the following: (a) those caused by snow, ice or water or sewer leakage or back -up of any character, and (b) those caused by gas, fire, oil, electricity or any cause whatsoever in, on or about the Building. Tenant shall hold Landlord harmless from and defend Landlord against any and all claims or liability for any injury or damage to any person or property whatsoever, including personal injury: (a) occurring in, on or about the Building or any part thereof caused by the acts of Tenant or its agent or employees, or (b) occurring in, on or about the Building and adjacent parking area and sidewalks when such injury or damage shall be caused in part or in whole by the act, neglect, fault of, or omission of any duty with respect to the same, by Tenant, its employees, customers or invitees; or (c) arising out of or resulting from Tenant's use and occupancy of the Building or any equipment therein or appurtenances thereto. 13. Liability Insurance. Tenant shall, at Tenant's expense, maintain during the term of this Lease a policy or policies of comprehensive commercial liability insurance including contractual coverage with the premiums thereon fully paid on or before due date, issued by and binding upon an insurance company approved by Landlord, such insurance to afford minimum protection of not less than the amounts set forth in Section 24 -10 -114, C.R.S. and as same may be subsequently amended. Any such policy shall cover both Tenant and Landlord. In addition, Tenant shall maintain workers' compensation insurance as required under Colorado law. Tenant shall at Landlord's request furnish Landlord with copies of all insurance policies to be maintained by Tenant and with evidence of payment of the premiums thereon. All such policies shall contain a clause or endorsement to the effect that they may not be terminated or materially amended during the term of this Lease except after 10 days' written notice thereof to Landlord. -4- • 14. Casualty Insurance. Landlord shall maintain fire and extended coverage insurance on the Building and additions and improvements made by Tenant which have become or are to become the property of Landlord upon termination of this Lease. Said insurance shall be maintained with an insurance company authorized to do business in Colorado, in amounts desired by Landlord and at the expense of Landlord, and payments for losses thereunder shall be made solely to Landlord. Tenant shall maintain at its expense fire and extended coverage insurance on all of its personal property, including removable fixtures, located in the Building and on all additions and improvements made by Tenant and not required to be insured by Landlord as above provided. If the annual premiums to be paid by Landlord shall exceed the standard rates because of Tenant's activities, the contents of the Building, or improvements with respect to the Building result in extra hazardous exposure, Tenant shall promptly pay the excess amount of the premium upon request by Landlord. Whenever (i) any loss, cost, damage or expense resulting from any peril described in this paragraph 14 is incurred by any party to this Lease in connection with the Building or any part or contents thereof, and (ii) such party is then covered in whole by insurance with respect to such loss, cost, damage or expense, then the party so insured hereby releases the other party, its officers, agents and employees from any liability it may have on account of such loss, cost, damage or expense to the extent of any amount recovered by reason of such insurance and waives any right of subrogation which might otherwise exist in or accrue to any person on account thereof, provided that such release of liability and waiver of subrogation shall not be operative in any case where the effect thereof is to invalidate such insurance coverage (or increase the cost thereof, unless the other party reimburses the insured for any cost increase). If either Landlord or Tenant fails to maintain in force any insurance required by this Lease to be carried by it, then for purposes of this waiver of subrogation the party failing to carry such insurance shall be deemed to have been fully insured and to have recovered the entire amount of its loss. If the release of either Landlord or Tenant as set forth herein shall contravene any law with respect to exculpatory agreements, the liability of the party in question shall be deemed not released but shall be secondary to that of the other party's insurer. 15. Casualty. In the event of a fire or other casualty in or to the Building, Tenant shall immediately give notice thereof to Landlord. If the Building shall be damaged by fire or other casualty so as to render Area A of the Building untenantable, and Landlord, in its sole discretion, elects to repair the same, this Lease shall continue. In the event the Building shall be damaged by fire or other casualty and Landlord shall decide not to rebuild or repair (which decision Landlord may make in its sole discretion), then this Lease shall terminate. 16. Public Taking. If the Building, or any part thereof, is taken by or transferred under threat of condemnation, this Lease shall terminate on the date the Building, or any part thereof, shall be so taken or transferred and the rent shall be apportioned as of that date. No part of any condemnation award or payments in lieu thereof made by the condemning authority shall belong to the Tenant, except the Tenant shall be entitled to payments made by the condemning authority for its relocation expenses, if any. 17. Breach of Lease. If default shall be made in the payment of any sum to be paid by Tenant under this Lease, and such default shall continue for 10 days after written notice of default is given by Landlord to Tenant, or default shall be made in the performance of any of the other covenants or conditions which Tenant is required to observe and to perform, and such default shall continue for 20 -5- days after written notice of default is given by Landlord to Tenant, or if this Lease shall, by act of Tenant or by operation of law or otherwise, pass to any party other than Tenant, except with the prior written consent of Landlord, or if Tenant be declared insolvent according to law, or if any assignment of Tenant's property shall be made for the benefit of creditors, or if a receiver or trustee is appointed for Tenant or Tenant's property, or if Tenant shall abandon or vacate the Building, then Landlord may treat the occurrence of any one or more of the foregoing events as a breach of this Lease. 18. Remedies Upon Breach. In the event of a breach of this Lease by Tenant, Landlord may have any one or more of the following described remedies, in addition to all other rights and remedies provided at law or in equity: (a) Landlord may terminate this Lease and forthwith repossess the Building and be entitled to recover as damages a sum of money equal to the total of (i) the cost of recovering the Building, including Landlord's reasonable attorney's fees; (ii) damages for the wrongful withholding of the Building by Tenant; and (iii) any other sum of money and damages owed by Tenant to Landlord. (b) Landlord may retake possession of the Building and shall have the right, without being deemed to have accepted a surrender thereof, and without terminating this Lease, to relet same for the remainder of the term provided for herein; and if the rent received through such reletting does not at least equal the rent provided for herein, Tenant shall pay and satisfy any deficiency between the amount of the rent so provided for and that received through reletting; and, in addition thereto, at Tenant's option, Tenant shall either (i) remove all trash, repair any damage caused by removing its equipment or trade fixtures, and otherwise leave the building in broom -clean condition, or (ii) pay for such actions. Tenant shall return the building to its original condition, reasonable wear and tear excepted, but Tenant shall not be responsible for renovating, making alterations or decorating the Building for a new occupant. Landlord shall exercise reasonable efforts to relet the Building for the remainder of the term provided for herein, but Landlord shall not be obligated to relet the Building in any manner inconsistent with the provisions of this Lease. 19. Non - Waiver. Failure of Landlord to declare any breach or default immediately upon occurrence thereof, or delay in taking any action in connection therewith, or accepting partial or full payment of rent with knowledge of such breach or default, shall not waive such breach or default, but Landlord shall have the right to declare any such breach or default at any time and take such action as might be lawful or authorized hereunder, either at law or in equity. 20. Holding Over; Month to Month Tenancy. If after the expiration of the original term or any renewal term of this Lease Tenant shall remain in possession of the Building, or any part thereof, and continue to pay rent, without any express agreement as to such holding, then such holding over shall be deemed and taken to be a periodic tenancy from month to month, subject to all the terms and conditions of this Lease on the part of Tenant to be observed and performed and at a rent of $100.00 a month, payable in advance on the first day of each calendar month thereafter. Such holding over may be terminated by Landlord or Tenant upon ninety (90) days notice. In the event that Tenant fails to surrender the Building upon termination or expiration of this Lease or such month to month tenancy, then Tenant shall be liable to Landlord for loss or liability resulting from any delay of Tenant in not -6- surrendering the Building, including, but not limited to, any amounts required to be paid third parties who were to have occupied the Building and any reasonable attorney's fees related thereto. 21. Assignment or Sublease. Tenant shall not assign this Lease without the prior written consent of Landlord. Tenant may sublet all or any part of the Building without the prior consent of Landlord, provided, however, that no such subletting shall release or relieve Tenant of any of its obligations or liability under this Lease. 22. Signs. Tenant shall not, without Landlord's prior written consent, install, affix or use any signs or other advertising or identifying media on the exterior or interior of the Building or any surrounding property. 23. Notices. All notices and demands which may be or are required to be given by either party to the other hereunder shall be in writing, and delivered in person or sent by United States certified mail, postage prepaid. Notices and demands to Tenant shall be addressed to it at the Building, or to such other place as the Tenant may from time to time designate in a written notice to the Landlord. Notices and demands to the Landlord shall be addressed to it at 1 City Hall Place, Pueblo, Colorado 81003, attention City Manager, or to such other person or to such other place as Landlord may from time to time designate in a written notice to the Tenant. All notices shall be deemed given on the date of such delivery or mailing. 24. Attorney's Fees. In the event Tenant defaults in the performance of any of the terms, covenants, agreements or conditions contained in this Lease and Landlord places the enforcement of this Lease, or any part thereof, or the collection of any rent due, or to become due hereunder, or recovery of the possession of the Building in the hands of an attorney, or files suit upon the same, Tenant agrees to pay Landlord a reasonable attorney's fee incurred by Landlord. 25. Successors and Assigns. This Lease shall be binding upon and inure to the benefit of the successors and assigns of Landlord, and shall be binding upon and inure to the benefit of Tenant and Tenant's successors and assigns to the extent assignment may be approved by Landlord hereunder. 26. Miscellaneous. (a) The pronouns of any gender shall include the other gender, and either the singular or the plural shall include the other. (b) The rights and remedies of Landlord hereunder, and any other rights and remedies provided by law shall be construed as cumulative and no one of them is exclusive of any other right or remedy. Such rights and remedies shall further be continuing rights, none of which shall be exhausted by being exercised on one or more occasions. Landlord shall be entitled to an injunction or the appointment of a receiver for Tenant in proper cases upon ex parte application therefor to enforce any part or parts of this Lease or to prevent or stop any violation, breach or default on the part of Tenant. -7- (c) Whenever in this Lease Landlord reserves or is given the right and power to give or withhold its consent to any action on the part of Tenant, such right and power shall not be exhausted by its exercise on one or more occasions, but shall be a continuing right and power for the full term of this Lease. (d) Tenant acknowledges and agrees that it has not relied upon any statements, representations, agreements or warranties except such as are expressed herein. No amendment or modification of this Lease shall be valid or binding unless expressed in writing and executed by the parties hereto in the same manner as the execution of this Lease. (e) If any clause or provision of this Lease is illegal or unenforceable under present or future laws effective during the term of this Lease, then and in that event, it is the intention of the parties hereto that the remainder of this Lease shall not be affected thereby. (f) This Lease is made in and shall be governed by and interpreted in accordance with the laws of the State of Colorado and venue for any action under this Lease shall be Pueblo County, Colorado. (g) This Lease may not be altered, changed or amended, except by an instrument in writing, signed by both parties hereto. (h) This Lease constitutes the entire lease and agreement between the Parties relating to the subject matter hereof and supersedes all prior leases and amendments to leases and any prior statements, representations or agreements pertaining thereto, whether oral or written. IN WITNESS WHEREOF, the parties hereto have executed this Lease as of the date aforesaid. LANDLORD: TENANT: Pueblo, a Municipal corporation. SOUTHEASTERN COLORADO HERITAGE CENTER y Zia /1 By Eitga1A (Qa4YYtick, Pres'• ent of th- ity Council President of Southeastern Colorado Heritage Center and Board of Directors COUNTY OF PUEBLO ) ) ss. STATE OF COLORADO ) The foregoing instrument was acknowledged before me the o2. day o f.G�'l ua ref 2011 by _ C / r s ka _k rte. h as President of the City Council of Pueblo, a municipal corporation. - Witness my hand and official seal. My commission expires: S 1-7 /Z0 �� ••:���; -; MoD :Z Notary Public \1/40; • PUBLIC / •�••• •••. '• y' .4 ", . : • M • P UEBLO ) SS. 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