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Home My WebLink About871535.tiff RESOLUTION RE: APPROVE REVISED LEASE AGREEMENT WITH THE BOARD OF TRUSTEES OF THE NORTH COLORADO MEDICAL CENTER AND AUTHORIZE CHAIRMAN TO SIGN WHEREAS, the Board of County Commissioners of Weld County, Colorado, pursuant to Colorado statute and the Weld County Home Rule Charter, is vested with the authority of administering the affairs of Weld County, Colorado, and WHEREAS, the Board did, by Resolution dated November 23 , 1987 , approve a Lease Agreement with the Board of Trustees of the North Colorado Medical Center, and WHEREAS, the Board has been presented with a revised Lease Agreement with the Board of Trustees of the North Colorado Medical Center, the terms and conditions being as stated in said Agreement, and WHEREAS, after review, the Board deems it advisable to approve said revised Lease Agreement, a copy being attached hereto and incorporated herein by reference. NOW, THEREFORE, BE IT RESOLVED by the Board of County Commissioners of Weld County, Colorado, that the revised Lease Agreement with the Board of Trustees of the North Colorado Medical Center be, and hereby is, approved. BE IT FURTHER RESOLVED by the Board that the Chairman be, and hereby is , authorized to sign said revised Lease Agreement. The above and foregoing Resolution was, on motion duly made and seconded, adopted by the following vote on the 14th day of December, A.D. , 1987 . BOARD OF COUNTY COMMISSIONERS ATTEST: '1/4711WELD CO NT O DO Weld County C erk and Recorder and Clerk to the Board Go a , airman BY: nitU ` /6'...,_ C.W Kirb Pro- em Deputy County lerk APPROVED AS TO FORM: ene R. Bran ner �) Ja ue ne J h on O �/ County Attorney Frank amaguchi 871535 LEASE AGREEMENT THIS AGREEMENT is made and entered into this 14th day of December , 1987 by and between the BOARD OF TRUSTEES OF THE NORTH COLORADO MEDICAL CENTER, a body corporate organized and existing under the provisions of C.R.S. 73 , 25-3-301, as amended, hereinafter referred to as "HOSPITAL" ; and THE BOARD OF COUNTY COMMISSIONERS OF THE COUNTY OF WELD, STATE OF COLORADO, a body corporate and politic organized under the laws of the State of Colorado and the Weld County Home Rule Charter, hereinafter referred to as "COUNTY" ; WITNESSETH THAT: WHEREAS, COUNTY owns the following described real property upon which it is constructed a two story structure to house the WELD COUNTY HEALTH DEPARTMENT and other related County Governmental activities , to wit: Block B of HOSPITAL ADDITION, an addition to the City of Greeley, Weld County, Colorado excepting therefrom a parcel described as follows : Commencing at the Northwest Corner of Block B, HOSPITAL ADDITION, thence South 89°08' 51" East 146 .83 Feet; Thence South 00°00 ' 00" West 84 .05 Feet; Thence North 88°59 ' 22" West 147. 97 Feet; Thence North 00°46 ' 42" East 83 .64 Feet to the Point of Beginning . and, WHEREAS, said property is currently being used to house the WELD COUNTY HEALTH DEPARTMENT and the WELD COUNTY DEPARTMENT OF HUMAN SERVICES; and, WHEREAS, COUNTY desires to move the WELD COUNTY DEPARTMENT Of HUMAN SERVICES to another location and COUNTY has previously -1- entered into an Agreement whereby NORMEDCO CARE, INC. , a wholly owned subsidiary of NORTH COLORADO MEDICAL CENTER, INC. , will manage and supervise the operation of the WELD COUNTY HEALTH DEPARTMENT; and, WHEREAS, the subject property is immediately adjacent to, and a part of the campus of , North Colorado Medical Center which is being operated by NORTH COLORADO MEDICAL CENTER, INC. , a Colorado non-profit corporation; and, WHEREAS, NORTH COLORADO MEDICAL CENTER has a use for the land and buildings to be leased hereunder; NOW THEREFORE, for and in consideration of the foregoing and other good and valuable consideration the receipt of which is hereby acknowledged HOSPITAL and COUNTY do hereby mutually agree as follows : 1. Lease of Property. COUNTY hereby leases to HOSPITAL, and HOSPITAL hereby leases from COUNTY the following described real property together with all appurtenances , to wit: Block B of HOSPITAL ADDITION, an addition to the City of Greeley, Weld County, Colorado excepting therefrom a parcel described as follows : Commencing at the Northwest Corner of Block B, HOSPITAL ADDITION, thence South 89O08 ' 51" East 146 .83 Feet; Thence South 00O00 ' 00" West 84 . 05 Feet; Thence North 88°59 ' 22" West 147 . 97 Feet; Thence North 00O46 ' 42" East 83 .64 Feet to the Point of Beginning. 2 . Term of Lease. The term of this Lease shall commence upon the execution of this Lease Agreement and shall continue for a period of ninety-nine ( 99 ) years . -2- 571535 3 . Rental . HOSPITAL agrees to pay to COUNTY the sum of One Million Seven Hundred Ten Thousand and no/100ths Dollars ( $1 ,710 ,000 . 00 ) within thirty ( 30 ) days of the execution of this Lease as rental for the full ninety-nine year term which rental is based upon a fair market appraisal price on the land and improvements by a recent independent appraisal . 4. Use. HOSPITAL shall use the leased premises and any improvements or appurtenances installed thereon for any lawful purpose. 5 . Installation of Improvements . HOSPITAL may construct or install additional improvements on the subject premises subject to the ordinances , rules , and regulations of the City of Greeley with respect to land use and construction standards . In the event HOSPITAL seexs and receives COUNTY' s approval for the installation of any improvements with an expected life extending beyond the term of this Lease COUNTY shall reimburse HOSPITAL for the cost of said improvements less straight line depreciation as of the termination of this Lease. COUNTY shall have no obligation to reimburse HOSPITAL for the costs of any improvements not approved by the COUNTY prior to construction . 6 . Maintenance. The parties recognize that the Lease term exceeds the useful life of any improvements located on the subject property and, therefore, any existing improvements may be removed or demolished by HOSPITAL prior to the termination of this Lease Agreement without the consent of COUNTY. Commencing January 1, 1989 , HOSPITAL shall be responsible for maintaining and repairing any damage to, or defect in, the foundation; the exterior walls; plate glass windows; window and door frames; moldings; locks; hardware; lighting; heating; air conditioning; plumbing; or other electrical , mechanical , and electromotive installation equipment and fixtures and the roof of the leased premises or any improvements thereon. During the periods -3- 671535 commencing October 1 , 1987 and terminating December 31 , 1988 , COUNTY shall be responsible for maintaining and repairing any damage to, or defect in, the foundation; the exterior walls; plate glass windows; window and door frames; moldings; locxs; hardware; lighting; heating; air conditioning; plumbing; or other electrical , mechanical , and electromotive installation equipment fixtures and the roof of the leased premises or any improvements thereon. 7 . Utilities. Except as provided in paragraph 9 C. of this Agreement, HOSPITAL shall be responsible for, shall pay , and shall hold COUNTY harmless from all utility expense incurred with respect to the ownership or operation of the subject property including , without limitation , electrical service, telephone service, natural gas , propane, water, or other utility service. 8 . Demolition or Removal of Improvements. HOSPITAL may in its sole discretion remove, destroy, or demolish any improvements located on the subject property without the prior consent of , and without consultation with, COUNTY. 9 . Lease to COUNTY. HOSPITAL does hereby agree to lease to COUNTY a portion of the improvements presently constructed on the subject property under the following terms and conditions : A. Term of Sublease. The initial term of this sublease shall commence upon the execution of this Lease Agreement and shall terminate December 31 , 1988 . In the event the COUNTY continues to occupy any portion of the premises following December 31 , 1988 said tenancy shall be deemed a tenancy from year-to-year under the terms hereinafter set forth. B. Rental During Initial Term. The rental to be paid by COUNTY to HOSPITAL during the initial term of the sublease shall be Two and 46/100ths Dollars ($2 . 46 ) per square foot per year which amount equals the annual depreciation of the improvements constructed on the subject property per square foot. -4- 871535 C. Rental Year-to-Year Tenancy. In the event COUNTY continues to occupy any portion of the subject property after December 31 , 1988 the rental shall be Two and 46/10Uths Dollars ( $2 . 46 ) per square foot per year plus a reimbursement to HOSPITAL, at cost, of a prorated portion of all maintenance and utility expense including , without limitation , housekeeping , janitorial , lawn and landscape care, snow removal , routine maintenance of mechanical and electrical equipment, cost of electrical , water, sewer, and natural gas utility services , costs of the ownership, maintenance, and debt service with respect to the telephone system, all minor repairs and replacements required by the normal operation of the building, and insurance expense . The "cost" of the above-referenced maintenance, housekeeping , and other services and utilities shall not include any factor for overhead or indirect cost. D. Insurance-Premises Liability. During any occupancy of the subject property by COUNTY, COUNTY shall maintain public liability insurance, or shall self insure, with limits of One Million and no/100ths Dollars ($1 ,000 ,000 . 00 ) for bodily injury per person and One Million and no/100ths Dollars ( $1 ,000 ,000 . 00 ) for property damage and COUNTY shall indemnify and hold HOSPITAL harmless from any premises liability claims made by business invitees and guests of COUNTY including the costs of defense and reasonable attorney' s fees . HOSPITAL shall maintain public liability insurance with the same limits and shall indemnify and hold COUNTY harmless from any premises liability claims resulting from the acts and omission of HOSPITAL or its agents and employees including the cost of defense and reasonable attorney' s fees . E. Removal of COUNTY Activities. COUNTY will remove from the subject property on or before December 31 , 1988 the County Human Resources Department and all functions and activities related thereto. COUNTY shall remove the County Department of -5- 671535 12. Partial Invalidity. If any provisions of this Agreement are declared by any Court of competent jurisdiction to be invalid for any reason , such invalidity shall not affect the remaining portions . On the contrary , such remaining portions shall be fully severable and this Agreement shall be construed and enforced as if such invalid provisions were deleted. 13 . Assignment and Delegation. Neither this Agreement nor any of the obligations hereunder may be assigned to any third party by COUNTY without the prior written consent of Hospital . Hospital may not assign or delegate this Agreement nor any of its obligations hereunder to any third parties other than to the NORTH COLORADO MEDICAL CENTER, INC. ; NORMEDCO CARE, INC. , a Colorado not for profit corporation; NORMEDCO SERVICES, INC. , a Colorado for profit corporation or any of the wholly owned subsidiaries of NORTH COLORADO MEDICAL CENTER, INC. , without the prior written consent of COUNTY. The assignment by HOSPITAL to any of the named or related entities shall likewise permit assignments between such entities without consent of COUNTY. 14. Headings. The subject of headings of the paragraphs of this Agreement are included for the purpose of convenience only and shall not affect the construction or interpretation of any of its provisions . Throughout this Agreement , the singular shall include the plural , the plural shall include the singular , and the masculine and neuter shall include the feminine wherever the context so requires . 15 . Modification and Waiver. This Agreement constitutes the entire understanding and agreement between the parties pertaining to the suject matter contained in it and supersedes all prior and contemporaneous agreements , representations , and understandings of the parties . No supplement, modification , or amendment of this Agreement shall be binding unless executed in writing by both of the parties . No waiver of any of the provisions of this -7- 671535 Health from the subject property after December 31 , 1988 on one years ' written notice by HOSPITAL to COUNTY. COUNTY shall provide HOSPITAL with one years ' written notice prior to terminating its use and occupancy of the subject property for the County Health Department should COUNTY elect to terminate the Lease provided for in this Paragraph 9 . F. Default by COUNTY. If any part of the rent provided to be paid herein is not paid when due, or if any default is made in any of the Agreements by COUNTY contained herein, it shall be lawful for HOSPITAL to declare the term ended provided that notice and a fifteen-day opportunity for COUNTY to cure the default has been provided. Upon default, the HOSPITAL may enter the premises and retake possession. COUNTY agrees under those circumstances to peacefully surrender the premises to HOSPITAL and if COUNTY remains in possession, shall be deemed guilty of forceable entry and detainer of the premises . 10 . Notices. All notices or payments made or given hereunder shall be in writing and shall be delivered in person or sent Certified or Registered Mail , return receipt requested, with postage prepaid, to the parties at the following addresses , or to such other further addresses as the parties may hereafter designate by like notice similarly sent or delivered : Weld County Board of County Commissioners , 915 Tenth Street, Greeley, Colorado 80631 , with a copy to Weld County Attorney, 915 Tenth Street, P.O. Box 1948 , Greeley, Colorado 80632. NCMC Board of Trustees , 1801 - 16th Street, Greeley, Colorado 80631 , with a copy to Arthur P. Roy , Attorney at Law, 1011 Eleventh Avenue, Greeley, Colorado 80631 , as attorney for the potential lessees or assignees . 11. Governing Law. This Agreement shall be construed in accordance with, and shall be governed by, the laws of the State of Colorado. -6- 71535 Agreement shall be deemed or shall constitute a waiver of any other provision , whether or not similar , nor shall any waiver constitute a continuing waiver. No waiver shall be binding unless executed in writing by the party making the waiver . 16. Authority. Each signatory to this Agreement represents that he has full and complete authority to bind that party to perform any and all of the provisions of this Agreement. IN WITNESS WHEREOF, the parties have set their hands and seals on the date indicated. BOARD OF COUNTY COMMISSIONERS MI /1 -J WELD COUNTY, COLORADO ATTEST: 't.OLt'°'1,1 J''il' ,c„0 r / 7 2 Weld County lerk and /' i Recorder and Clerk to the By: 7 , v Board /,fl Gore a , airman By_..,,`�('G� v i ( �tl k�e+ f erJ Deputy County C erk JJ BOARD OF TRUSTEES NORTH COLORADO MEDICAL CENTER ATTEST: "727 zs�c.rr0Y Lt u4A4-44)--ti BY. 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