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Home My WebLink About20241503.tiffRESOLUTION RE: APPROVE FOURTH AMENDMENT TO OFFICE LEASE AGREEMENT (822 7TH STREET, GREELEY) AND AUTHORIZE CHAIR TO SIGN - JPMORGAN CHASE BANK, NATIONAL ASSOCIATION 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 has been presented with a Fourth Amendment to the Office Lease Agreement (822 7th Street, Greeley) between the County of Weld, State of Colorado, by and through the Board of County Commissioners of Weld County, on behalf of the Facilities Department, and JPMorgan Chase Bank, National Association, commencing upon full execution of signatures, with further terms and conditions being as stated in said amendment, and WHEREAS, after review, the Board deems it advisable to approve said amendment, a copy of which is attached hereto and incorporated herein by reference. NOW, THEREFORE, BE IT RESOLVED by the Board of County Commissioners of Weld County, Colorado, that the Fourth Amendment to the Office Lease Agreement (822 7th Street, Greeley) between the County of Weld, State of Colorado, by and through the Board of County Commissioners of Weld County, on behalf of the Facilities Department, and JPMorgan Chase Bank, National Association, be and hereby is, approved. BE IT FURTHER RESOLVED by the Board that the Chair be, and hereby is, authorized to sign said amendment. The above and foregoing Resolution was, on motion duly made and seconded, adopted by the following vote on the 10th day of June, A.D., 2024. BOARD OF COUNTY COMMISSIONERS WELD COUNTY ATTEST: Weld County Clerk to the Board BY( • tJarn UL Deputy Clerk to the Board APP' ' D A ounty A ey rd 4\1' Date of signature: 7- D . Kevin oss, Chair erry L. Buck/Fro-Tem Mike, reeman L t K. James i Saine cc: CA(BB /k-) °Sf/t3 /2N 2024-1503 BG0025 PR0038 PID: 512534 FOURTH AMENDMENT TO OFFICE LEASE AGREEMENT This Fourth Amendment to Office Lease Agreement ("Fourth Amendment") is made as of this O day of J e. , 2024, between the COUNTY OF WELD, a body corporate and politic of the State of Colorado, by and through its Board of County Commissioners, successor -in -interest to Greeley Lincoln Park Properties, LLC, a Colorado limited liability company, Colorado Recovery Properties Ltd. III Partnership, a Colorado limited partnership and Robert G. Tointon, an individual ("Landlord"), and JPMORGAN CHASE BANK, NATIONAL ASSOCIATION, a national banking association, successor - in -interest to Bank One, Colorado, National Association, a national banking association ("Tenant"). A. Landlord (or a predecessor -in -interest) and Tenant (or a predecessor -in -interest) are parties to that certain Office Lease Agreement, dated December 27, 1999, as amended by First Amendment to Office Lease Agreement dated March, 2009, Second Amendment to Office Lease Agreement dated April 3, 2014 ("Second Amendment"), and Third Amendment to Lease dated November 7, 2016 (collectively, "Lease"), for approximately 7,427 square feet of office space in the building located at 822 7th Street, Greeley, Colorado ("Premises"). B. Tenant is hereby exercising its option to extend the term of the Lease for five (5) years and the parties have agreed otherwise to amend the Lease as provided herein. C. Unless otherwise defined herein, all capitalized terms shall have the meaning ascribed to them in the Lease. NOW, THEREFORE, in consideration of the mutual covenants hereinafter set forth, Landlord and Tenant agree as follows: 1. Term. Landlord acknowledges that Tenant is hereby exercising its first option to extend the Term of the Lease for a period of five (5) years ("First Renewal Term"). The parties acknowledge and agree that the First Renewal Term shall commence December 27, 2024, and expire on December 26, 2029, upon all of the terms and conditions of the Lease, as amended herein, with the exception of Rent, which shall be paid in the amount stated below and otherwise in accordance with the terms of the Lease. Landlord acknowledges that Tenant has two (2) remaining five (5) year each options, which were granted to Tenant under Section 9 of the Second Amendment. For purposes of the Lease, the definition of "Term" provided in the Lease shall be deemed to include the First Renewal Term and any Renewal Term described in Section 9 of the Second Amendment for which Tenant timely and properly exercises its option. 2. Rent. Notwithstanding anything contained in the Lease to the contrary, throughout the First Renewal Term, and any Renewal Term for which Tenant timely and properly exercises its option, Rent shall be as follows: Term _ Annual Rent Monthly Rent 12/27/2024 - 12/26/2029 (First Renewal Term) $126,630.24 $10,552.52 12/27/2029- 12/26/2034 (Second Renewal Term) $139,293.36 $11,607.78 12/27/2034 - 12/26/2039 (Third Renewal Term) $153,222.72 $12,768.56 3. Early termination option. Notwithstanding anything contained in the Lease to the contrary, Tenant shall have the right to terminate this Lease ("Termination Option") by sending written notice of its election to terminate the Lease at least twelve (12) months in advance ("Early Termination Notice"), provided, however, Tenant shall not be permitted to send notice of its Termination Option prior to December, 27, 2025. If Tenant elects to terminate this Lease under this Section, the Early Termination Notice shall confirm the early termination date ("Early Termination Date"). The Early Termination Date Page 1 of 4 aoa4_ isv36) shall operate as if that date were the time originally fixed for the termination of this Lease and this Lease shall come to an end with the same force and effect as if the Early Termination Date were the date provided in the Lease for the normal expiration thereof, and all provisions of this Lease that are to become effective on the Termination Date shall become operative or effective on the Early Termination Date. 4. Notice Prior To Termination. Landlord hereby acknowledges that Tenant is, by law (12 USCS 1831r-1), required to give its customers a minimum of ninety (90) days' notice before closing its business operation. Therefore, notwithstanding anything contained herein to the contrary, Landlord agrees that any termination before the end of the Lease Term or any extension thereof, shall provide that Tenant shall have possession of the Premises to operate its business for one hundred twenty (120) days from the date of such termination at the then holdover rate. 5. Assignment and Subletting. Notwithstanding anything contained in Article 12 of the Lease to the contrary, Tenant may, without the prior consent of Landlord, assign this Lease to (i) an affiliate, parent, subsidiary or successor of Tenant or JPMorgan Chase & Co., (ii) a successor in interest to Tenant by merger, consolidation, acquisition or purchase of all or substantially all of the assets of Tenant, or (iii) any entity acquiring a substantial number of Tenant's retail branch operations in Colorado (each a "Permitted Transferee"). In the event Tenant assigns this Lease to a Permitted Transferee, Tenant shall be deemed released from its duties and obligations hereunder. 6. Notices. From and after the date hereof, notices, demands, and requests to be given in connection with this Lease (collectively, "notices") shall be in writing and sent via nationally recognized overnight courier and shall be deemed delivered on the first (1') business day after deposit for delivery. For purposes of notices, the addresses of the parties shall be as follows: If to Landlord: County of Weld Board of County Commissioners of the County of Weld P.O. Box 758 1150 O Street Greeley, CO 80632 If to Tenant: JPMorgan Chase Bank, National Association 1111 Polaris Parkway Mail Code OH 1-0241 Columbus, Ohio 43240-2050 Attn: Property Administration Manager With a copy to: JPMorgan Chase Bank, National Association 1111 Polaris Parkway Mail Code OH1-0274 Columbus, Ohio 43240-2050 Attn: Real Estate Strategic Plan Director With a copy to: JPMorgan Chase Bank, National Association Legal Department 1111 Polaris Parkway Mail Code OH1-0152 Columbus, Ohio 43240-2050 Attn: Real Estate Counsel Page 2 of 4 7. Broker. Landlord and Tenant each represent to the other that it has not dealt with a real estate broker in connection with this Fourth Amendment. Landlord and Tenant each hereby indemnifies and holds the other harmless from and against any and all claims for brokerage commissions or fees and any losses, suits, damages, claims, penalties and monies, including attorneys' fees and expenses, which the other party may incur due to a breach of the foregoing representation and warranty. 8. Counterparts; Electronic Signatures. This Fourth Amendment may be executed simultaneously in counterparts, each of which shall be deemed an original, but all of which together shall constitute one and the same instrument. This Fourth Amendment shall be deemed validly executed and delivered by a party if a party executes it by manual signature or by affixing its signature hereto by means of an electronic signature tool, application, or software (e.g., docusign). 9. Entire Agreement. The Lease, as modified by this Fourth Amendment contains the entire agreement between the parties. The Lease may be amended only by a written instrument signed by and delivered to all of the parties. In the event that there are conflicts between the terms of the Lease and the terms of this Fourth Amendment, the terms of this Fourth Amendment shall control. Except as herein specifically amended, the Lease shall continue in full force and effect. 10. Authority; Consent. Each of the parties hereto represents and warrants to the other that the person executing this Fourth Amendment on behalf of such party has the full right, power and authority to enter into and execute this Fourth Amendment on such party's behalf. Landlord and Tenant represent and warrant to other that there are no parties whose consent is required to this Fourth Amendment, and each party shall indemnify, defend and hold the other harmless from any damages or liability, including reasonable attorneys' fees and court costs, incurred as a result of the other parties' failure to obtain any such required consents. 11. OFAC. Landlord and Tenant each represents and warrants to the other that neither it, nor any of its affiliates or agent(s) acting on behalf of it with respect to this Lease (i) is listed on the Specially Designated Nationals and Blocked Persons List maintained by the Office of Foreign Asset Control, Department of the Treasury ("OFAC") pursuant to Executive Order number 13224, 66 Federal Register 49079 (September 25, 2001) (the "Order"); (ii) is listed on any other list of terrorists or terrorist organizations maintained pursuant to the Order, the rules and regulations of the OFAC or any other applicable requirements contained in any enabling legislation or other executive orders in respect of the Order (the Order and such other rules, regulations, legislation or orders are collectively called the "Orders"); (iii) is engaged in activities prohibited in the Orders; or (iv) has been convicted, pleaded nolo contendere, indicted, arraigned or detained on charges involving money laundering or predicate crimes to money laundering. 12. Code of Conduct. Landlord and Tenant each respectively agree that (i) it does not support bribery and corruption, and (ii) it will comply with laws regarding bribery and corruption as such laws may apply to the conduct of its business. [SIGNATURES ON THE FOLLOWING PAGE] Page 3 of 4 IN WITNESS WHEREOF, the parties have executed this Fourth Amendment as of the date first above written. LANDLORD: BOARD OF COUNTY COMMISSIONERS WELD CO , COLORAD• By: Q TENANT: Print Name: Kevin D. Ross JUN 1 0 2024 Title: Chair TTEST: ..,kagi Clerk to the Board JPMORGAN CHASE BANK, NATIONAL ASSOCIATION, a national banking association By: Print Name: Title: iit !.S / �XlC /K /!tc OP Page 4 of 4 Hello