HomeMy WebLinkAbout20232450.tiffRESOLUTION
RE: APPROVE LEASE AGREEMENT FOR CHASE BUILDING (822 7TH STREET,
SUITE 550, GREELEY) AND AUTHORIZE CHAIR TO SIGN - GREELEY-WELD
COUNTY ECONOMIC DEVELOPMENT ACTION PARTNERSHIP, INC., DBA UPSTATE
ECONOMIC DEVELOPMENT
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 Lease Agreement for the Chase
Building, located at 822 7th Street, Suite 550, Greeley, Colorado 80631, 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 Greeley -Weld County Economic Development Action
Partnership, Inc., dba Upstate Economic Development, with further terms and conditions being
as stated in said agreement, and
WHEREAS, after review, the Board deems it advisable to approve said agreement, 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 Lease Agreement for the Chase Building, located at 822 7th
Street, Suite 550, Greeley, Colorado 80631, 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 Greeley -Weld County Economic Development Action Partnership, Inc.,
dba Upstate Economic Development, be, and hereby is, approved.
BE IT FURTHER RESOLVED by the Board that the Chair be, and hereby is, authorized
to sign said agreement.
The above and foregoing Resolution was, on motion duly made and seconded, adopted
by the following vote on the 21st day of August, A.D., 2023.
BOARD OF COUNTY COMMISSIONERS
WELD COUNTY, COLORADO
ATTEST: W..dtc‘j jd ;vi
Weld County Clerk to the Board
BY: (_4e(rd i' . 0(211 O J -
Deputy Clerk to the Board
APP +eVED AORM:
ounty torney
Date of signature: Iz' / 23
Mike __ -man, Chair
rrry . Buck7Pro-Tem
Sco
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oq /oS /23
Saine
2023-2450
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BOARD OF COUNTY COMMISSIONERS
PASS AROUND REVIEW
PASS AROUND TITLE: Upstate Colorado Lease
DEPARTMENT: Facilities
PERSON REQUESTING: Toby Taylor
DATE: 8-1-2023
Brief description of the problem/issue:
As part of the lease negotiation, Upstate Colorado has requested $18,791.00 in interior improvements and inclusion of
an adjacent and vacant suite into their lease. Historically, we have performed and paid for the improvements upfront
and then amortized the amount over the term of the lease. The same is proposed with this one where we will recoup
the outlay over the course of their 3 -year lease. Finance is in agreement of this approach. A lease agreement has been
provided to Upstate for review with the following initial term and fees:
Initial Period
Gross Rent
(PSF)
Annual Gross
Rent
(Before Tenant
Improvement)
Monthly Gross
Rent (Before
Tenant
Improvement)
Annual Gross
Rent (Adjusted
with Tenant
Improvement)
Monthly Gross
Rent (Adjusted
with Tenant
Improvement)
9/1/2023-
8/31/2024
$16.72
$39,576.24
$3,298.02
$45,839.91
$3,819.99
9/1/2024-
8/31/2025
$17.22
$40,759.74
$3,396.65
$47,023.41
$3,918.62
9/1/2025-
8/31/2026
$17.74
$41,990.58
$3,499.22
$48,254.25
$4,021.19
What options exist for the Board? (include consequences, impacts, costs, etc. of options):
If fine with proceeding, the lease agreement will be placed onto an agenda for approval. This PA also provide
an opportunity for requesting a work session, if desired.
Recommendation:
The recommendation is to proceed with placing the lease on an upcoming agenda for approval
Approve Schedule
Recommendation Work Session Other/Comments:
Perry L. Buck, Pro -Tern
Mike Freeman, Chair
Scott K. James
Kevin D. Ross
Lori Saine
ViLavail
2023-2450
/21 1-3002,5
Karla Ford
From:
Sent:
To:
Subject:
yes
Lori Saine
Weld County Commissioner, District 3
1150 O Street
PO Box 758
Greeley CO 80632
Phone: 970-400-4205
Fax: 970-336-7233
Email: Isaine@weldgov.com
Website: www.co.weld.co.us
In God We Trust
Lori Saine
Tuesday, August 1, 2023 2:42 PM
Karla Ford
RE: Please Reply - Upstate Least - Pass Around
Confidentiality Notice: This electronic transmission and any attached documents or other writings are intended only for
the person or entity to which it is addressed and may contain irformation that is privileged, confidential or otherwise
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From: Karla Ford <kford@weld.gov>
Sent: Tuesday, August 1, 2023 12:36 PM
To: Lori Saine <Isaine@weld.gov>
Subject: Please Reply - Upstate Least - Pass Around
Importance: High
Please advise if you approve recommendation. Thank you.
Karla Ford X
Office Manager, Board of Weld County Commissioners
1150 O Street, P.O. Box 758, Greeley, Colorado 80632
:: 970.336-7204 :: kford(a?weidgov.com :: www. weldgov. com
1
August 9, 2023
FACILITIES DEPARTMENT
PHONE: (970) 400-2020
FAX: (970) 304-6532
WEBSITE: www.co.weld.co.us
1105 H STREET
P.O. BOX 758
GREELEY, COLORADO 80632
To: Board of County Commissioners
From: Toby Taylor
Subject: Upstate Colorado Economic Development - Lease
Upstate Colorado Economic Development is a current tenant in the Weld County Building located at 822
7' Street, Greeley, CO. The attached lease agreement is for a three (3) year initial term from September
1, 2023, to August 31, 2026. In addition, $18,791.00 in interior improvements have been requested
where recoupment of that expenditure is amortized over the initial three (3) year term. The lease also
contains a second three (3) year option. Facilities is recommending approval of the lease agreement.
If you have any questions, please contact meat extension 2023.
Sincerely,
Toby Taylor
Director
LEASE AGREEMENT
THIS LEASE AGREEMENT is made and entered into this ! day of
2023, by and between the County of Weld, a body corporate and politic of the Stat f Colorado,
by and through its Board of County Commissioners, whose address is 1150 "O" Street, Greeley,
Colorado 80631, hereinafter referred to as "County" or "Landlord", and Greeley/Weld County
Economic Development Action Partnership, Inc. (d/b/a Upstate Colorado Economic
Development), hereinafter referred to as "Tenant."
WHEREAS, County owns property located at 822 7th Street in Greeley Colorado (the
"Chase Bank Building" or the "Property"), and
WHEREAS, Tenant desires to lease portions of the Property, pursuant to the terms and
conditions contained herein.
NOW, THEREFORE, in consideration of the mutual promises and covenants contained
herein, the parties hereto agree as follows:
1. TERMS AND DEFINITIONS; SCHEDULES.
1 .1 TERMS AND DEFINITIONS.
1.1.1 LEASED PREMISES shall mean Suite 550, as described in Schedule 1 and
Schedule 1-A attached, located in the Building.
1.1.2 BUILDING shall mean the office building located at 822 7th Street, Greeley,
Colorado, which is a part of the Project.
1.1.3 PROJECT shall mean the Building, Common Areas, other areas and
appurtenances, plus the real property, as described in Schedule 1 attached, on which the
same is situated.
1.1.4 COMMON AREAS shall mean those areas of the Project which Tenant shall
have the right to use in common with the Landlord and other tenants of the Building
including: the Building's entrances, lobbies, corridors, main elevators, access ways,
public and fire stairways, and lavatories; roads, driveways, exterior ramps, parking areas
and other similar areas. Tenant's use of the Common Areas is subject to the terms and
conditions of this Lease and the attached Schedules and is limited to such use necessary
for Tenant to obtain full use and enjoyment of the Leased Premises for the Permitted
Purpose.
1.1.5 TENANT'S SQUARE FOOTAGE shall mean a portion of the fifth floor of
the Building consisting of approximately Two Thousand Three Hundred Sixty -Seven
(2,367) Square Feet.
20.20 -,?/-11-2)
1.1.6 LEASE COMMENCEMENT DATE shall be the 1" day of September 2023.
"Lease Expiration Date" shall be the 310 day of August 2026. "Lease Term" shall mean
the thirty-six (36) month period between Lease Commencement Date and Lease
Expiration Date.
1.1.7 SECURITY DEPOSIT is not applicable.
1.1.8 GROSS RENT shall refer to the basic rental payments payable by Tenant to
Landlord, as provided in Schedule 5 attached.
1.1.9 OPERATING COSTS: Not Applicable.
1.1.10 PERMITTED PURPOSE means that Tenant may use the Leased Premises
for general office purposes and any lawful purpose incidental thereto.
1.1.11 MANAGING AGENT shall mean the Director of the Weld County
Facilities Department, 1105 H Street, Greeley, Colorado 80631, or any other agent
specified in writing by Landlord pursuant to the provisions for notice in this Lease.
1.1.13 LANDLORD'S MAILING ADDRESS: PO Box 758, Greeley, Colorado
80632.
1.1.14 TENANT'S MAILING ADDRESS: 822 7th Street, Suite 550, Greeley,
Colorado 80631.
1.2 SCHEDULES. Unless otherwise indicated, the terms of schedules, exhibits and
typewritten addenda, if any, attached or added hereto shall control over any inconsistent
provisions in the paragraphs of this Lease.
2 . PREMISES.
2.1 LEASE OF PREMISES. In consideration of the Rent (as such term is defined in
paragraph 3.1 hereof) and the provisions of this Lease, Landlord leases to Tenant and Tenant
accepts from Landlord the Leased Premises, subject to the terms and conditions set forth herein.
2.2 PRIOR OCCUPANCY. Tenant shall not occupy the Leased Premises prior to the
Lease Commencement Date except with the express prior written consent of Landlord. If Tenant
shall occupy the Leased Premises prior to the Lease Commencement Date, all covenants and
conditions of this Lease shall be binding on the parties commencing upon the date of such prior
occupancy. Notwithstanding the foregoing, if Tenant currently occupies any portion of the
Leased Premises pursuant to a valid unexpired Prior Lease, the terms of such Prior Lease shall
govern until the Lease Commencement Date.
3. PAYMENT OF RENT AND OPERATING COSTS.
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3.1 LEASE TERM RENT.
3. 1. 1 GROSS RENT. Each monthly installment of Gross Rent in the amount set
forth in Schedule 5 shall be payable no later than the first (1st) calendar day of each
month. Monthly installments for any fractional calendar month, at the beginning or end
of the Lease Term or any Renewal Term, shall be prorated based on the number of days
in such month. Gross Rent together with all other amounts payable by Tenant to Landlord
under this Lease, shall be sometimes referred to collectively as "Rent." Tenant shall pay
all Rent, without deduction or set off, to Landlord or Managing Agent at such place as
may be specified by Landlord from time to time. Upon executing this Lease, Tenant shall
pay the first full month's Base Rent owing hereunder, along with the Security Deposit, if
applicable, as provided in paragraph 1.1.7 hereof.
3.1.2 LATE PAYMENT. Rent not paid within ten (10) days of the date when due
hereunder shall be subject to a late charge until paid equal to one and one-half percent
(1 A%) per month from the date when due, until paid. In addition, if any installment of
Rent is not paid within ten (10) days of the date when due hereunder, Tenant shall pay to
Landlord a late payment charge equal to ten percent (10%) of the amount of such
delinquent payment of Rent in addition to the installment of Rent then owing. Such
charges shall be payable only after nonpayment by Tenant continues fora period of five
(5) days after notice of default has been given by Landlord. Tenant acknowledges that
late payment of Rent will cause Landlord to incur costs not contemplated by this Lease,
the exact amount of which is extremely difficult and impracticable to ascertain at this
time. Accordingly, the parties agree that the foregoing late charges represent a reasonable
estimate of the loss and expense to be suffered by Landlord by reason of Tenant's late
payment.
4. IMPROVEMENTS; POSSESSION.
4.1 IMPROVEMENTS TO LEASED PREMISES. The Work Letter Agreement
(Schedule 1-B) describes the improvements, if any, to be constructed by Landlord in the Leased
Premises and the expenses to be incurred as between Landlord and Tenant for their construction.
4.2 COMMENCEMENT OF POSSESSION. If the Leased Premises are not
Substantially Complete (as defined in Schedule 1-B), by the scheduled Lease Commencement
Date, subject only to items which do not materially affect the use thereof, then the Lease
Commencement Date shall be extended to the date on which Landlord shall notify Tenant that
the Leased Premises are Substantially Complete. If Landlord fails to cause the Leased Premises
to be Substantially Complete at the time of the scheduled Lease Commencement Date, (a)
neither Landlord nor Landlord's agents, officers, employees or contractors shall be liable for any
damage, loss, liability or expense caused thereby, (b) nor shall this Lease become void or
voidable unless such failure continues for more than thirty (30) days after such scheduled Lease
3
Commencement Date, in which case, Tenant shall have the right to terminate this Lease
immediately; provided that the time for Landlord to perform shall be extended by Unavoidable
Delay (as defined in paragraph 13.10 of this Lease). Prior to occupying the Leased Premises,
Tenant shall execute and deliver to Landlord a letter acknowledging the Lease Commencement
Date and certifying that the Leasehold Improvements are Substantially Complete and that Tenant
has examined and accepted the Leased Premises. Tenant hereby authorizes any agent of Tenant
who receives the keys to the Leased Premises on behalf of Tenant to execute and deliver such
letter in Tenant's name. If Tenant fails to deliver such letter, Tenant shall.conclusively be deemed
to have made such acknowledgment and certification by accepting the keys to the Leased
Premises.
5.1 PROJECT SERVICES.
5.1 PROJECT SERVICES. Landlord shall furnish:
5.1.1 UTILITY SERVICES. The utility services listed on Schedule 3 ("Utility
Services"). Should Tenant, in Landlord's reasonable judgment, use additional, unusual or
excessive Utility Services at times other than those specified in Schedule 3 attached
hereto, Landlord reserves the right to charge for such additional, unusual or excess
services at rates established by Landlord, from time to time, for such services.
5.1.2 JANITORIAL AND MAINTENANCE SERVICES. Janitorial services within
the Common Areas and Leased Premises and the proper maintenance and repair of all
exterior areas, including lighting, landscaping, cleaning, painting, maintenance and repair
of the exterior of the Project, its structural members, roof, floor and latent defects in the
manner set forth on Schedule 4 ("Janitorial and Maintenance Services").
5.1.3 PROJECT SERVICES. Utility Services and Maintenance Services, described
above, shall be collectively referred to as "Project Services."
5.2 INTERRUPTION OF SERVICES. Landlord does not warrant that any of the
Project Services will be free from interruption to the extent that such interruption is beyond the
reasonable control of Landlord, or the result of an emergency. Upon reasonable advance notice
to Tenant, except in the case of an emergency, any Project Service may be suspended or limited
by reason of accident or of necessary repairs, alterations or improvements, or by strikes or
lockouts, or by reason of operation of Jaw, or causes beyond the reasonable control of Landlord.
Subject to possible Rent abatement as may be provided pursuant to the conditions described in
paragraph 8, and except as hereinafter specifically provided in this paragraph 5.2, any such
interruption or discontinuance of such Project Services shall not be deemed a disturbance of
Tenant's use and possession of the Leased Premises, or render Landlord liable to Tenant for
damages, abatement of Rent or otherwise, or relieve Tenant from performance of Tenant's
obligations under this Lease. However, Landlord shall use its best efforts to maintain the Project
Services and cause the Project Services to be restored promptly when interrupted.
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6. TENANT'S COVENANTS.
6.1 USE OF LEASED PREMISES. Tenant agrees to:
6.1.1 PERMITTED USAGE. Use the Leased Premises for the Permitted Purpose
only and for no other purposes.
6.1.2 COMPLIANCE WITH LAWS. Comply with the provisions of all current and
future recorded covenants, conditions and restrictions and all current and future building,
zoning, fire and other governmental laws, ordinances, rules or regulations applicable to
the Leased Premises and all current and future requirements of the carriers of insurance
covering the Project. Landlord shall provide Tenant with a copy of any notice it receives
from an insurance carrier pertaining to the Leased Premises insofar as such notice sets
forth an alleged failure to meet the carrier's requirements, and Tenant shall have ten (10)
days thereafter to remedy any failure to so comply; provided, however, that such
compliance shall not increase Tenant's insurance requirements hereunder.
6.1.3 NUISANCES OR WASTE.
(a) Not do or permit anything to be done in, upon or about the Leased
Premises, or bring or keep anything in the Leased Premises that may increase
Landlord's fire and extended coverage insurance premium or cause a risk of
termination of coverage, damage the Building or the Project, constitute waste,
constitute an immoral purpose, or be a nuisance, public or private, or menace or
other disturbance to tenants of adjoining premises or anyone else, or use or store
any toxic chemicals, wastes, elements or substances in, upon or about the Leased
Premises, except limited quantities of such toxic chemicals, waste, elements or
substances which are used or stored in fun compliance with an applicable local,
state or federal laws, ordinances, rules and regulations presently in effect or
hereafter enacted pertaining to such use or storage and then only if (i) used or
stored in connection with Tenant's ordinary and usual business operations (that is,
for example, white -out correction fluid and photocopy toner) and (ii) such use or
storage does not expose all or any part of the Project, the Leased Premises, or any
property adjacent to the Project to any meaningful risk of contamination or
damage or expose Landlord and mortgagee of Landlord to any liability therefor.
This paragraph 6.1 .3 is in addition to those provisions set forth, in paragraphs 6.8
and 13.13 below.
(b) Tenant further agrees to defend, indemnify and hold harmless
Landlord and any manager, member, partner, officer, director, or employee of
Landlord and any mortgagee (if any) of Landlord, against any and all claims,
demands, liabilities, costs and expenses (including without limitation reasonable
attorneys' fees and expenses, expert witness fees and post judgment collection
5
costs) which Landlord may sustain at any time as a result of, arising out of, or in
any way connected with a breach of paragraph 6.1.3(a). Additionally, Tenant
agrees to cease the activity which amounts to such breach immediately upon
receipt of written notice from Landlord or any regulatory or governmental agency
that such activity is in violation of any governmental laws, ordinances, regulations
or rules. Tenant shall give notice to Landlord of any hazardous substances that
come to be located on the Leased Premises.
6.1.4 ALTERATIONS AND IMPROVEMENTS. Make no alterations or
improvements in, upon or about the Leased Premises without the prior written approval
of Landlord. Any such alterations or improvements by Tenant shall be done in a good and
workmanlike manner, at Tenant's expense, by a licensed contractor reasonably approved
by Landlord in conformity with plans and specifications reviewed by Landlord. Tenant
shall obtain all necessary governmental approvals and permits. At Landlord's option,
Tenant shall contract with Landlord for the construction of such alterations or
improvements, but only if Landlord's price for such work is competitive.
6.1.5 LIENS. Keep the Leased Premises, the Building and the Project free from
liens arising out of any work performed, materials furnished or obligations incurred by or
for Tenant. If requested by Landlord, Tenant shall post a bond or other security
reasonably satisfactory to Landlord to protect Landlord and the Project against such liens.
If, at any time, a lien or encumbrance is filed against the Leased Premises, the Building
or the Project as a result of Tenant's work, materials or obligations, Tenant shall promptly
discharge such lien or encumbrance. If such lien or encumbrance has not been removed
within thirty (30) days from the date it is filed, Tenant agrees to post a bond in at least the
amount prescribed by applicable Colorado statute then in effect as security for the lien
being discharged. Landlord shall have the right to post or keep posted on the Leased
Premised, or in the immediate vicinity thereof, notices of non -responsibility for any
construction, alteration or repair of the Leased Premises by Tenant.
6.1.6 RULES AND REGULATIONS. Observe, perform and abide by all the rules
and regulations promulgated by Landlord from time to time on a reasonable basis for the
benefit of the Project and its tenants. Schedule 2 sets forth Landlord's Rules and
Regulations in effect on the date hereof.
6.1.7 SIGNAGE. Obtain the prior approval of the Landlord before placing any
sign or symbol in, or visible from, doors or windows or elsewhere in or about the Leased
Premises, or upon any other part of the Building or Project, including building
directories. Any signs or symbols which have been placed without Landlord's approval
may be removed by Landlord at Tenant's expense. Upon expiration or termination of this
Lease, all signs installed by Tenant shall be removed at Tenant's expense and any damage
6
resulting therefrom shall be promptly repaired by Tenant, or such removal and repair may
be done by Landlord and the cost charged to Tenant as Rent.
6.2 INSURANCE.
6.2.1 INSURANCE OBTAINED BY TENANT Tenant shall, at its own expense,
procure and maintain during the Lease Term commercial general liability insurance with
respect to the Leased Premises, and Tenant's activities in the Leased Premises and in the
Building and the Project, providing bodily injury, broad form property damage with a
maximum Five Thousand Dollars ($5,000.00) deductible, unless otherwise approved by
Landlord, as follows:
(a) One Million Dollars ($1,000,000.00) with respect to bodily injury or
death to any one (1) person;
(b) Two Million Dollars ($2,000,000.00) with respect to bodily injury or
death arising out of any one (1) occurrence;
(c) One Million Dollars ($1,000,000.00) with respect to property damage
or other loss arising out of any one (1) occurrence; and
(d) Fire and extended casualty insurance covering Tenant's trade fixtures,
merchandise and other personal property in an amount not less than one hundred
percent (100%) of their actual replacement cost or highest insurable value; and
(e) Workers' compensation insurance in at least the statutory amounts.
6.2.2 COVERAGE INCREASE. Not more frequently than each three (3) years if,
in the reasonable business judgment of Landlord, the amount of public liability and
property damage insurance coverage maintained by Tenant is at that time not adequate,
Tenant shall increase the insurance coverage to an amount which is determined to be
adequate by Landlord in the exercise of reasonable business judgment.
6.2.3 BLANKET POLICY. Nothing in this paragraph 6.2 shall prevent Tenant
from obtaining insurance of the kind and in the amounts provided for under this
paragraph under a blanket insurance policy covering other properties as well as the
Leased Premises; provided, however, that any such policy of blanket insurance (i) shall
specify the amounts of the total insurance allocated to the Leased Premises, which
amounts shall not be less than the amounts required by paragraphs 6.2.1 (a) through
6.2.1(c) hereof, and (ii) such amounts so specified shall be sufficient to prevent any one
of the insureds from becoming a co-insurer within the terms of the applicable policy, and
(iii) shall, as to the Leased Premises, otherwise comply as to endorsements and coverage
with the provisions of the section.
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6.2.4 ACCEPTABLE INSURANCE. Tenant's insurance shall be with a Best's
Insurance Reports A+ rated company (or A rated if Class XIII or larger). Landlord and
Landlord's mortgagee, if any, shall be named as "additional insureds" under Tenant's
general liability insurance, and such Tenant's insurance shall be primary and
noncontributing with Landlord's insurance, and shall further comply with the provisions
of paragraph 10.2 of this Lease. Tenant's insurance policies shall contain endorsements
requiring thirty (30) days' notice to Landlord and Landlord's mortgagee, if any, prior to
any cancellation, lapse or non -renewal or any reduction in amount of coverage.
6.2.5 EVIDENCE OF INSURANCE. Tenant shall deliver to Landlord, as a
condition precedent to its taking occupancy of the Leased Premises, a certificate or
certificates evidencing such insurance.
6.3 REPAIRS. Subject to the obligation of Landlord to provide Project Services as set
forth in paragraph 5.1 above, Tenant, at its sole expense, shall maintain the interior of the Leased
Premises in a neat, clean and sanitary condition. If Tenant fails to maintain or keep the Leased
Premises in good repair and such failure continues for ten (10) business days after receipt of
written notice from Landlord, or if such failure results in a nuisance or health or safety risk,
Landlord may perform any such required maintenance and repairs and the cost thereof shall be
payable by Tenant as Rent within ten (10) business days of receipt of an invoice from Landlord.
Tenant shall also pay to Landlord the costs of any repair to the Leased Premises, Building or
Project necessitated by any act or neglect of Tenant.
6.4 ASSIGNMENT AND SUBLETTING.
6.4. 1 LANDLORD'S CONSENT REQUIRED. Tenant shall not assign, mortgage,
pledge or encumber this Lease, or permit all or any part of the Leased Premises to be
subleased to another, without the prior written consent of Landlord, which consent shall
not be unreasonably withheld or delayed. Any transfer of this Lease by merger,
consolidation, reorganization or liquidation of Tenant, or by operation of law, or change
in the ownership of or power to vote the majority of the outstanding voting stock of a
corporate Tenant, or by change in ownership of a controlling partnership interest in a
partnership Tenant, shall constitute an assignment for purposes of this section. Tenant
shall have the right to assign or sublet its interest in the Lease to an affiliated entity, law
practice, or legal professional with notice to Landlord, and may assign or sublet its
interest in the Lease to a third -party, subject to Landlord's reasonable and timely
approval, and as described in section 6.4.5 herein.
6.4.2 BASIS FOR WITHHOLDING CONSENT REGARDING ASSIGNMENT OR
SUBLEASE. Landlord agrees that it will not unreasonably withhold its consent to
Tenant's assigning this Lease or subletting the Leased Premises. In addition to other
reasonable bases, Tenant hereby agrees that Landlord shall be deemed to be reasonable in
8
withholding its consent if (a) the proposed assignment or sublease is to any party who is
then a tenant of the Building; or (b) the proposed sublease or assignment results in two
(2) or more tenants in the Leased Premises; or (c) there exists an Event of Default (as
defined in paragraph 11.1 below) at the time of request for consent or on the effective
date of such subletting or assigning; or (d) the proposed subtenant or assignee is, in
Landlord's good faith judgment, incompatible with other tenants in the Building, or seeks
to use any portion of the Leased Premises for a use not consistent with other uses in the
Building, or is financially incapable of assuming the obligations of this Lease. Tenant
shall submit to Landlord the name of a proposed assignee or subtenant, the terms of the
proposed assignment or subletting, the nature of the proposed subtenant's or assignee's
business, and such information as to the assignee's or subtenant's financial responsibility
and general reputation as Landlord may reasonably require. Landlord may also consider
the amount of square feet of the Leased Premises proposed to be subleased and the
number of employees the subtenant anticipates will utilize the subleased premises.
6.4.3 NO RELEASE OF OBLIGATIONS. No subletting or assignment, even with
the consent of Landlord, shall relieve Tenant of its primary obligation to pay the Rent and
to perform all of the other obligations to be performed by Tenant hereunder. The
acceptance of Rent by Landlord from any other person shall not be deemed to be a waiver
by Landlord of any provision of this Lease or to be a consent to any assignment,
subletting or other transfer. Consent to one (1) assignment, subletting or other transfer
shall not be deemed to constitute consent to any subsequent assignment, subletting or
other transfer.
6.4.4 RECAPTURE. As material consideration for the execution of this Lease by
Landlord, Tenant hereby agrees that whenever it delivers notice to Landlord that it
desires approval of a sublease or assignment, Landlord shall have the right to review the
terms and conditions of such proposed sublease or assignment and shall have a right for a
period of fifteen (15) business days, to cancel this Lease as to the portion of the Leased
Premises to be assigned or subleased, and enter into a direct Lease with any prospective
sublessee or assignee. Such fifteen (15) day period shall commence upon Tenant's
delivery to Landlord of notice of the terms of the proposed assignment or sublease and
financial statements for the proposed assignee or sublessee. If Landlord exercises its right
to cancel this Lease as described in this paragraph 6.4.4, Tenant shall surrender
possession of all, or the applicable portion, of the Leased Premises which is the subject of
this right to cancel, as the case may be, not later than the date on which the proposed
sublease or assignment term would commence. If this Lease is canceled as to a portion of
the Leased Premises only, a written amendment describing the modification to the Leased
Premises shall be executed by both parties and attached to this Lease, and the Rent after
the date of cancellation shall be equitably abated.
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6.4.5 ASSIGNMENT OF LEASE OR SUBLETTING OF PREMISES TO
AFFILIATE. Notwithstanding anything contained herein to the contrary, Tenant may,
without Landlord's consent, assign this Lease or sublet the entire Premises to an
"Affiliate" or "Subsidiary" of Tenant (a "Permitted Transfer") so long as (1) Tenant
notifies Landlord at least 30 days prior to such Permitted Transfer; (2) Tenant delivers to
Landlord, at the time of Tenant's notice, current financial statements of Tenant and the
Affiliate; and (3) the Affiliate assumes and agrees in a writing to perform Tenant's
obligations under this Lease and to observe all terms and conditions of this Lease.
Notwithstanding anything contained herein to the contrary, Witwer, Oldenburg, Barry &
Johnson, LLP shall remain liable to Landlord after such a Permitted Transfer as a
principal and not as a surety. As used in this Lease the term "Affiliate" shall mean any
corporation, which, directly or indirectly, controls or is controlled by or is under common
control with Tenant. As used in this Lease, the term "control" shall mean the possession,
directly or indirectly, of the power to direct or cause the direction of the management and
policies of such corporation, whether through the ownership of voting securities or by
contract or otherwise. As used in this Lease the term "Subsidiary" shall mean any
corporation not less than fifty percent (50%) of whose outstanding stock shall, at any
time, be owned directly or indirectly by Tenant.
6.5 ESTOPPEL CERTIFICATE. From time to time and within ten (10) days after
request by Landlord, Tenant shall execute and deliver a certificate to any proposed lender or
purchaser, or to Landlord, certifying, with any appropriate exceptions, (a) that this Lease is in
full force and effect without modification except as noted, (b) the amount, if any, of prepaid Rent
and Security Deposit paid by Tenant to Landlord (and not returned to Tenant), (c) the nature and
kind of concessions, rental or otherwise, if any, which Tenant has received or is entitled to
receive, (d) that Landlord has performed all of its obligations due to be performed under this
Lease and that there are no defenses, counterclaims, deductions or offsets outstanding or other
excuses for Tenant's performance under this Lease as of such date, and (e) any other fact
reasonably requested by Landlord or such lender, proposed lender or purchaser. Should Tenant
fail to deliver such estoppel certificate within such ten (10) day period, then (i) the truth of the
statements in the document submitted to Tenant for execution shall be conclusively presumed,
and (ii) Landlord shall have the right, at its option, to immediately declare an Event of Default
and pursue all remedies provided under paragraph 11.2 below.
6.6 BROKERAGE COMMISSIONS. Each of Tenant and Landlord represents to the
other that no brokers or agents were instrumental in procuring or negotiating or consummating
this Lease.
6.7 REGULATIONS. Except for pre-existing violations, Tenant shall, at Tenant's sole
expense, comply with all Regulations now in force or which may hereafter be in force relating to
the Leased Premises and the use of the Leased Premises. Furthermore, by its taking possession of
the Leased Premises, Tenant shall be deemed to agree, that Tenant has conducted an
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investigation of the Leased Premises and the acceptability of the Leased Premises for Tenant's
use, to the extent that such investigation might affect or influence Tenant's execution of this
Lease. Tenant acknowledges that Landlord has made no representations or warranties in
connection with the physical condition of the Leased Premises or Tenant's use of the same upon
which Tenant has relied directly or indirectly for any purpose, except as may be set forth herein.
Tenant shall not commit waste, interfere with any other tenants in the Building, overload the
floors, elevators, or structure of the Building, subject the Leased Premises to any use which
would damage the Leased Premises or raise or violate any insurance coverage required by this
Lease or take any action that would impair parking or alter parking spaces.
6.8 HAZARDOUS MATERIALS REGULATIONS. Tenant shall strictly comply with
all statutes, laws, codes, ordinances, rules, regulations and precautions now or hereafter
mandated or advised by any federal, state, local or other governmental agency with respect to the
use, generation, storage, or disposal of hazardous, toxic, or radioactive materials (collectively
referred to as "Hazardous Materials"). Landlord shall have the right, but not the obligation, at all
reasonable times to inspect the Leased Premises and to conduct tests and investigations to
determine whether Tenant is in compliance with the foregoing provisions. As used herein,
Hazardous Materials shall include, but not be limited to, those substances defined as "hazardous
substances or pollutant or contaminant," "hazardous materials," "hazardous wastes," "toxic
substances," "regulated substances," or other similar designations in the Comprehensive
Environmental Response, Compensation and Liability Act of 1980, as amended, 42 U.S.C. §
6901, et seq.; the Resources Conservation and Recovery Act, 42 U.S.C. § 1801, et seq.; the
Toxic Substances Control Act, 15 U.S.C. § 2601, et seq.; paragraph 9001 of the Solid Waste
Disposal Act, as amended by paragraph 601 of the Hazardous and Solid Waste Amendments of
1984; end any other federal, state or local governmental statutes, laws, ordinances, and codes,
including any and all rules, and regulations, and precautions promulgated thereunder
(collectively, "Environmental Laws" ). Except as permitted by paragraph 6.1.3, Tenant shall not
cause, or allow anyone else under the control of Tenant to cause, any Hazardous Material to be
used, generated, stored, discharged, released or disposed of in, upon or about the Leased
Premises, Project, or Building, including all common areas, without the prior written consent of
Landlord, which consent may be withheld or revoked at any time, in the sole discretion of
Landlord. Tenant's indemnification of Landlord pursuant to paragraph 10.1, hereof, shall extend
to all liability, including all foreseeable and unforeseeable consequential damages and all fines,
penalties, assessments or charges that may be assessed for the disposal, discharge or release of
Hazardous Materials in, upon or about the Leased Premises, directly or indirectly arising out of
the use, generation, storage, transportation, or disposal of Hazardous Materials by Tenant or
anyone under Tenant's control. Neither the written consent by Landlord to the use, generation,
storage, or disposal of Hazardous Materials nor the strict compliance by Tenant with all statutes,
laws, ordinances, rules, codes, regulations, and precautions pertaining to Hazardous Materials
shall excuse Tenant from Tenant's obligation to indemnification pursuant to this subsection.
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Tenant's obligation pursuant to the foregoing indemnity shall survive the termination of this
Lease.
7. LANDLORD'S RESERVED RIGHTS. Without notice and without liability to Tenant, or
without effecting an eviction or disturbance of Tenant's use or possession, Landlord shall have
the right to (a) grant utility easements or other easements in, or replat, subdivide or make other
changes in the legal status of the land underlying the Leased Premises, the Building or the
Project as Landlord shall deem appropriate in its sole discretion; provided such changes do not
substantially interfere with Tenant's use of the Leased Premises for the Permitted Purpose; (b)
enter the Leased Premises at reasonable times, and at any time in the event of an emergency, to
inspect, alter or repair the Leased Premises or the Building and to perform any acts related to the
safety, protection, reletting, sale or improvement of the Leased Premises or the Building; (c) add
to or take away from the Project (including the construction of additional improvements on the
Project) any improvement or portion thereof, in which event the Rentable Square Footage of the
Building and Tenant's Pro Rata Share shall be adjusted accordingly if affected by such changes;
(d) install and maintain signs on and in the Building and the Project; and (e) make such
Regulations as, in the reasonable judgment of Landlord, may be needed from time to time for the
safety of the tenants, the care and cleanliness of the Leased Premises, the Building and the
Project and the preservation of good order therein. Notwithstanding the foregoing, however, such
changes shall (i) be performed so as to not materially interfere with Tenant's use of the Leased
Premises; and (ii) provide for reasonable, temporary alternative access, parking or services to the
extent interruption thereof results from such changes.
8. CASUALTY AND UNTENANTABILITY.
8.1 TERMINATION BY LANDLORD. If the Building is made substantially
untenantable, or if Tenant's use and occupancy of the Leased Premises are substantially
interfered with, due to damage to the common areas of the Building, or the Leased Premises are
made wholly or partially untenantable by fire or other casualty, Landlord may, by notice to
Tenant within sixty (60) days after the damage, terminate this lease, and Rent shall be abated
from the time the fire or other casualty occurred.
8.2 RESTORATION OF PREMISES. If the Leased Premises are made partially or
wholly untenantable by fire or other casualty and this Lease is not terminated as provided above,
Landlord shall restore the Leased Premises to the condition immediately prior to such casualty;
excluding Tenant's personal property, equipment or trade fixtures.
8.3 TERMINATION BY TENANT. If the Landlord does not terminate this Lease as
provided above, and Landlord fails within one hundred eighty (180) days after the date of such
casualty to restore the damaged Common Areas or the Leased Premises to enable Tenant to
reoccupy and use the leased Premises in the manner contemplated by this Lease, Tenant shall
have the right to terminate this Lease by giving Landlord prior notice within five (5) days after
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the end of such one hundred eighty (180) day period; provided that the time for Landlord to
perform shall be extended by any delay caused by or attributable to Unavoidable Delay (as
defined in paragraph 13.10 of this Lease). If Landlord determines that it will be unable to restore
such damaged areas within such one such hundred eighty (180) day period, Landlord shall have
the right to cease its performance and provide Tenant with written notice (the "Extension
Notice") of such inability. The Extension Notice shall set forth the date on which Landlord
reasonably believes that such damaged areas will be restored. Upon receipt of the Extension
Notice, Tenant shall have the right to terminate this Lease by providing notice of termination to
Landlord within five (5) days after the date of delivery of the Extension Notice. In the event that
Tenant does not terminate this Lease within such five (5) day period, the time for the Landlord to
restore such damaged areas shall be extended to be the date set forth in Landlord's Extension
Notice or amended Extension Notice as the case may be.
8.4 RENT PRORATIONS. In the event of termination of this Lease pursuant to this
paragraph 8, Rent shall be prorated on a per diem basis and paid to the date of the casualty,
unless the Leased Premises shall be tenantable, in which case Rent shall be payable to the date of
the Lease termination and if only partly tenantable, Tenant shall receive abatement to the extent
that portion is untenantable. If the Leased Premises are wholly untenantable and this Lease is not
terminated, Rent shall abate on a per diem basis from the date of the casualty until the Leased
Premises are ready for occupancy by Tenant. If part of the Leased Premises are untenantable,
Rent shall be prorated on a per diem basis and partially abated in accordance with the part of the
Leased Premises which is usable by Tenant until the damaged part is ready for Tenant's
occupancy. Notwithstanding the foregoing, if any damage was proximately caused by an act or
omission of Tenant, its employees, agents, contractors, licensees or invitees, then, in such event,
Tenant agrees that Rent shall not abate or be diminished during the term of this Lease.
9. CONDEMNATION.
9.1 RENT ABATEMENT. If all or any part of the Leased Premises shall be taken under
power of eminent domain or sold under imminent threat to any public authority or private entity
having such power, this Lease shall terminate as to the part of the Leased Premises so taken or
sold, effective as of the date possession is required to be delivered to such authority. In such
event Base Rent and Tenant's Pro Rata Share of Excess Operating Costs shall abate in the ratio
that the portion of Tenant's Square Footage taken or sold bears to Tenant's Square Footage.
9.2 LEASE TERMINATION. If a partial taking or sale of the Leased Premises, the
Building or the Project (a) substantially reduces the Tenant's Square Footage, resulting in an
inability of Tenant to use the Leased Premises for the Permitted Purpose, or (b) renders the
Building or the Project commercially unviable to Landlord, in Landlord's sole opinion, either
Tenant in the case of (a), or Landlord in the case of (b), may terminate this Lease by notice to the
other party within thirty (30) days after the terminating party receives written notice of the
portion to be taken or sold. Such termination shall be effective one hundred eighty (180) days
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after notice thereof, or when the portion is taken or sold, whichever is sooner. All condemnation
awards and similar payments shall be paid and belong to Landlord, except for any amounts
awarded or paid specifically to Tenant by the acquiring agency for removal and reinstallation of
Tenant's trade fixtures and personal property, Tenant's moving costs or Tenant's goodwill.
10. INDEMNITY, SUBROGATION AND WAIVER.
10.1 INDEMNITY. Tenant agrees to defend, indemnify and save harmless Landlord
against and from any and all claims, demands, actions, damages, liability and expense in
connection with or for loss of or damage to property or injury or death to any person from any
cause whatsoever while in, upon or about the Leased Premises, or from any such claim, demand,
or the like arising from or out of any occurrence in, upon or about the Leased Premises, by or on
behalf of any person, firm or corporation arising from Tenant's use of the Leased Premises or the
conduct of its business or from any activity, work, or thing done, permitted or suffered by
Tenant, in, upon or about the Leased Premises, and Tenant shall further defend, indemnify and
save Landlord harmless against and from any and all claims arising from any Event of Default
(defined in paragraph 11.1 below), or arising from any act or negligence of Tenant, or any of its
agents, contractors, servants, employees or licensees, and from and against all costs, attorneys'
fees, expenses and liabilities incurred in or arising from any such claim or action or proceeding
brought thereon; and in case any action or proceeding is brought against Landlord by reason of
any such claim, Tenant upon notice from Landlord covenants to resist or defend at Tenant's
expense such action or proceeding by counsel reasonably satisfactory to Landlord. Tenant, as a
material part of the consideration to Landlord, hereby assumes all risk of damage to property in,
upon or about the Leased Premises, the Building or the Project from any source and to
whomever belonging, and Tenant hereby waives all claims in respect thereof against Landlord,
except to the extent such damage is caused by Landlord's gross negligence or willful misconduct.
The foregoing waiver shall inure only to the benefit of Landlord and its agents, and the exception
to such waiver for Landlord's gross negligence or willful misconduct shall inure only to the
benefit of Tenant and its agents and to no other party.
10.2 WAIVER OF SUBROGATION. Tenant and Landlord release each other and
waive any right of recovery against each other for any claims for loss or damage to any person,
which occurs in, upon or about the Leased Premises, the Building or the Project, whether due to
the negligence of either party, their agents, employees, officers, contractors, licensees, invitees or
otherwise, if such loss or damage is insured against under an insurance policy carried by the
releasing party and in force at the time of such loss or damage, and to the extent of the proceeds
received from such policy. Tenant and Landlord agree that all policies of insurance obtained by
either of them in connection with the Leased Premises shall contain appropriate waiver of
subrogation clauses. The provisions of this paragraph 10.2 shall survive the expiration or
termination of this Lease with respect to any claims or liability arising from events occurring
prior to such expiration.
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10.3 LIMITATION OF LANDLORD'S LIABILITY. The obligations of Landlord
under this Lease do not constitute personal obligations of the individual managers, members,
partners, shareholders, directors, officers, employees, or agents of Landlord, and Tenant shall
look solely to Landlord's interest in the Building and to no other assets of Landlord, for
satisfaction of any liability in respect of this Lease. Tenant will not seek recourse against the
individual managers, members, partners, shareholders, directors, officers, employees or agents of
Landlord or any of their personal assets for such satisfaction. Notwithstanding any other
provisions contained herein, Landlord shall not be liable to Tenant, its contractors, agents or
employees for any consequential damages or damages for loss of profits.
11. TENANT'S DEFAULT AND LANDLORD'S REMEDIES.
11.1 TENANT'S DEFAULT. It shall be an "Event of Default" if Tenant shall (a) fail to
pay when due any (i) monthly installment of Base Rent or of Tenant's Pro Rata Share of Excess
Operating Costs, (ii) or any other Rent; (b) violate or fail to perform any of the other conditions,
covenants or agreements herein made by Tenant, and such violation or failure shall continue for
thirty (30) days after written notice thereof to Tenant by Landlord except that if within the thirty
(30) day period Tenant commences and thereafter proceeds diligently to remedy the violation or
failure, Tenant shall not be in default hereunder if Tenant has fully and completely remedied
such violation or failure on or before the date which is sixty (60) days from the effective date of
such notice from Landlord to Tenant of such violation or failure; (c) make a general assignment
for the benefit of its creditors or file a petition for bankruptcy or other reorganization,
liquidation, dissolution or similar relief; (d) have a proceeding filed against Tenant seeking any
relief mentioned in (c) above which is not discharged within sixty (60) days thereafter; (e) have a
trustee, receiver or liquidator appointed for Tenant or a substantial part of its property; (f)
abandon or vacate the Leased Premises for more than six (6) consecutive months; or (g) default
under any other space lease within the Building or Project.
11.2 REMEDIES ON DEFAULT. Landlord shall have the following remedies if Tenant
commits an Event of Default. These remedies are not exclusive; they are cumulative in addition
to any remedies now or later allowed by law or in equity.
11.2.1 CONTINUE LEASE. Landlord may continue this Lease in full force and
effect. In such case, the Lease will continue in effect so long as Landlord does not
terminate Tenant's right to possession, and Landlord shall have the right to collect Rent
when due. During the period such Event of Default continues, Landlord can enter the
Leased Premises and relet them, or any part of them, to third parties for Tenant's account.
Tenant shall be liable immediately to Landlord for all reasonable costs Landlord incurs in
reletting the Leased Premises including, without limitation, broker's commissions,
expenses of remodeling the Leased Premises required by the reletting, and like costs.
Reletting can be for a period shorter or longer than the remaining term of this Lease.
Tenant shall pay to Landlord the Rent due under this Lease on the date the Rent is due,
15
less the Rent Landlord receives from any reletting. No act by Landlord allowed by this
paragraph shall terminate this Lease unless Landlord notifies Tenant that Landlord elects
to terminate this Lease.
11.2.2 TERMINATE LEASE. Landlord can terminate Tenant's right to possession
of the Leased Premises at any time. No act by Landlord other than giving notice to
Tenant shall terminate this Lease. Acts of maintenance, efforts to relet the Leased
Premises or the appointment of a receiver on Landlord's initiative to protect Landlord's
interest under this Lease shall not constitute a termination of Tenant's right to possession.
On termination, Landlord has the right to recover from Tenant:
(a) The worth, at the time of the award, of the unpaid Rent that had been
earned at the time of termination of this Lease;
(b) The worth, at the time of the award, of the amount by which the unpaid
Rent that would have been earned after the date of termination of this Lease until
the time of the award exceeds the amount of the loss of Rent that Tenant proves
could have been reasonably avoided;
(c) The worth, at the time of the award, of the amount by which the unpaid
Rent for the balance of the term after the time of the award exceeds the amount of
the loss of Rent that Tenant proves could have been reasonably avoided;
(d) Any other reasonable amount, and court costs, necessary to
compensate Landlord for all detriment proximately caused by such Event of
Default, including, without limitation, any unamortized brokerage commissions
attributable to this Lease, or any unamortized costs of tenant improvements.
"The worth, at the time of the award," as used in paragraph 11.2.2(a) and
11.2.2(b) is to be computed by allowing interest at eighteen percent (18%) per
annum. "The worth, at the time of the award," as referred to in paragraph
11.2.2(c) is to be computed by discounting the amount at the discount rate of the
Federal Reserve Bank of Kansas City, Missouri, at the time of the award, plus one
percent (1%).
11.2.3 RECEIVER. Landlord shall have the right to have a receiver appointed to
collect Rent. Neither the filing of a petition for the appointment of a receiver nor the
appointment itself shall constitute an election by Landlord to terminate this Lease.
11.2.4 COST OF RE -LETTING PREMISES. Upon the occurrence of an Event of
Default and Landlord's reentering of the Premises, Tenant agrees to pay to Landlord, as
an additional item of damages, the reasonable cost of repairs, alterations, redecorating,
16
lease commissions and Landlord's other expenses incurred in reletting the Leased
Premises to a new tenant.
11.2.5 WAIVER. Tenant hereby waives any right of redemption or relief from
forfeiture under any present or future law, if Tenant is evicted or Landlord takes
possession of the Leased Premises by reason of the occurrence of any Event of Default
hereunder.
12. TERMINATION.
12.1 SURRENDER OF LEASED PREMISES. On expiration of this Lease, if no Event
of Default exists, Tenant shall surrender the Leased Premises in the same condition as when the
Lease Term commenced, ordinary wear and tear excepted. Except for furnishings, trade fixtures
and other personal property installed at Tenant's expense, all alterations, additions or
improvements, whether temporary or permanent in character, made in or upon the Leased
Premises, either by Landlord or Tenant, shall be Landlord's property and at the expiration or
earlier termination of the Lease or any Renewal Term shall remain on the Leased Premises
without compensation to Tenant; provided that, if Landlord requests in writing, Tenant shall, at
its expense and without delay, remove any alterations, additions or improvements, that are not
defined as Landlord's property made to the Leased Premises by Tenant and designated by
Landlord to be removed, and repair any damage to the Leased Premises or the Building or the
Project caused by such removal. If Tenant fails to repair the Leased Premises, Landlord may
complete such repairs and Tenant shall reimburse Landlord for such repair and restoration. If
Tenant fails to remove such property as required under this Lease, Landlord may dispose of such
property in its sole discretion without any liability to Tenant, and further may charge the cost of
any such disposition to Tenant.
12.2 HOLDOVER TENANCY. If Tenant shall hold over after the Lease Expiration
Date or at the end of any Renewal Term, Tenant shall be deemed, at Landlord's option, to occupy
the Leased Premises as a tenant from month to month. During such tenancy, Tenant agrees to
pay Landlord, monthly in advance, an amount equal to One Hundred Ten & no/100 percent
(110%) of all Rent which would become due (based on Base Rent and Tenant's Pro Rata Share
of Excess Operating Costs payable for the last month of the Lease Term or Renewal Term as
applicable, together with all other amounts payable by Tenant to Landlord under this Lease), and
to be bound by all of the terms, covenants and conditions herein specified. If Landlord relets the
Leased Premises or any portion thereof to a new tenant and the term of such new lease
commences during the period for which Tenant holds over, Landlord shall be entitled to recover
from Tenant all costs and expenses, reasonable attorneys' fees, post judgment collection costs,
damages (including any reasonable relocation costs or other damages occasioned to such new
tenant and asserted against Landlord) and loss of profits incurred by Landlord as a result of
Tenant's failure to deliver possession of the Leased Premises to Landlord when required under
this Lease, together with any other remedies provided to Landlord hereunder.
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13. MISCELLANEOUS.
13.1 QUIET ENJOYMENT. Subject to the rights of Landlord to enter into the Leased
Premises as provided in paragraph 7.1 hereof, if and so long as Tenant pays all Rent and timely
keeps and performs each and every term, covenant and condition herein contained on the part of
Tenant to be kept and performed, Tenant shall quietly enjoy the Leased Premises without
hindrance by Landlord.
13.2 ACCORD AND SATISFACTION. No receipt and retention by Landlord of any
payment tendered by Tenant in connection with this Lease shall constitute an accord and
satisfaction, or a compromise or other settlement, notwithstanding any accompanying statement,
instruction or other assertion to the contrary unless Landlord expressly agrees to an accord and
satisfaction, or a compromise or other settlement, in a separate writing duly executed by
Landlord. Landlord will be entitled to treat any such payments as being received on account of
any item or items of Rent, interest, expense or damage due in connection herewith, in such
amounts and in such order as Landlord may determine at its sole option.
13.3 SEVERABILITY. The parties intend this Lease to be legally valid and enforceable
in accordance with all of its terms to the fullest extent permitted by Jaw. If any term hereof shall
be stricken from this Lease to the extent unenforceable, the same shall be as if it never had been
contained herein. Such invalidity or unenforceability shall not extend to any other term of this
Lease, and the remaining terms hereof shall continue in effect to the fullest extent permitted by
Jaw, the same as if such stricken term never had been contained herein.
13.4 SUBORDINATION AND ATTORNMENT. This Lease and Tenant's rights
hereunder are hereby made expressly subordinate to the lien of any mortgage or deed of trust and
to the lien of any ground lease, together with any conditions, renewals, extensions or
replacements thereof ("Superior Instruments"), now or hereafter placed, charged or enforced
against any interest of Landlord in this Lease, in the leasehold estate thereby created or in the
Leased Premises or the Building or the Project, together with any improvements included
therein. If requested in writing by Landlord or any mortgagee, beneficiary or ground lessor of
Landlord, Tenant agrees to execute a subordination agreement required to confirm the effect of
the provisions of this paragraph; provided such party acquires and accepts the Leased Premises
subject to this Lease and that, so long as Tenant is not in default under this Lease, the rights of
Tenant hereunder shall not be disturbed by reason of the terms of any such Superior Instrument.
If Tenant fails to execute and deliver any such documents or instruments within ten (10) business
days following request therefor by Landlord, Tenant irrevocably constitutes and appoints
Landlord as Tenant's special attorney -in -fact to execute and deliver any such documents or
instruments. In the event of any transfer in lieu of foreclosure or termination of a lease in which
Landlord is lessee or the foreclosure of any Superior Instrument, or sale of the Property pursuant
to any Superior Instrument, Tenant shall attorn to, and recognize as "landlord" hereunder, such
purchaser, transferee or lessor and recognize such party as landlord under this Lease. The
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agreement of Tenant to attorn contained in the immediately preceding sentence shall survive any
such foreclosure sale, termination of Landlord's interest, or transfer.
13.5 APPLICABLE LAW/CONSTRUCTION. This Lease shall be construed
according to the laws of the State of Colorado and the provisions hereof shall be construed in
accordance with their fair meaning. Each of the parties has agreed to the use of the particular
language hereof (and in all attached Schedules), and any questions of doubtful interpretation
shall not be resolved solely by any rule or interpretation providing for interpretation against the
party who causes the uncertainty to exist or against the draftsman. The subject captions; use of
different type fonts; or boldfaced, italicized or underlined words have been inserted for
convenience only and shall not be used to alter or interpret the content of this Lease.
13.6 BINDING EFFECT. The covenants, conditions, warranties and agreements
contained in this Lease shall be binding upon and inure to the benefit of the parties and their
respective heirs, successors and permitted assigns.
13.7 TIME. Time is of the essence of this Lease.
13.8 ENTIRE AGREEMENT. This Lease and the Schedules attached set forth all the
covenants, promises, agreements, representations, conditions, statements and understandings
between Landlord and Tenant concerning the Leased Premises, the Building and the Project, and
there are no representations, either oral or written between the parties other than those in this
Lease. Without limiting the foregoing, Tenant, hereby, specifically waives any claims, rights, or
defenses based on any warranties, representations or guarantees, whatever their form, made at
any time, by any party, negligently made or otherwise, except those warranties, representations
or guarantees contained in this Lease. This Lease shall not be amended or modified except in a
writing signed by both parties. Failure to exercise any right in one or more instance shall not be
construed as a waiver of the right to strict performance or as an amendment to or modification of
this Lease.
13.9 NOTICES. All notices, consents and approvals pursuant to this Lease shall be in
writing , sent by (a) reputable messenger or courier service; (b) a reputable private carrier of
overnight mail; (c) personal delivery by agent of Landlord, Managing Agent, or Tenant; or (d)
mailed by United States mail, postage prepaid, certified mail, return receipt requested, in each
case addressed (i) to Landlord or Tenant at the address designated in paragraph 1.1 with a copy
to the Managing Agent, or (ii) to such other address as may hereafter be designated by either
party by written notice. Such notice shall be effective on the earlier to occur of delivery to the
stated address (or upon refusal to accept delivery) or if mailed, three (3) days after posting at a
United States Post Office, when mailed by certified mail to Landlord or Tenant at the address
designated in paragraph 1.1 with a copy to the Managing Agent.
13.10 FORCE MAJEURE. Except as otherwise provided in this Lease, the obligations
of Tenant to pay Rent and perform all of the terms, covenants and conditions on the part of
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Tenant to be performed hereunder shall in no way be affected, impaired or excused because
Landlord, due to Unavoidable Delay (as defined below), (a) is unable to fulfill any of its
obligations under this Lease, or (b) is delayed in providing any service, equipment or fixtures
expressly or impliedly to be provided, or (c) is unable to make or is delayed in making any
repairs, replacements, additions, alterations or decorations. To the extent Landlord is unable to
fulfill its obligations under this Lease due to Unavoidable Delay, Landlord is excused from the
performance of such obligations; provided that Landlord shall in each instance exercise
reasonable diligence to effect performance when and as soon as reasonably practicable.
Landlord, however, shall not be obligated to pay overtime labor rates.
13.10.1 UNAVOIDABLE DELAY shall mean any and all delay beyond Landlords
reasonable control, including without limitation, Tenant Delay; governmental restrictions,
regulations, controls, preemptions or delays; orders of civil, military or naval authorities;
strikes, labor disputes, lock -outs, shortages of labor or materials or reasonable substitutes
therefor; delays caused by manufacturers and suppliers of goods and materials; Acts of
God; fire, earthquake, floods, explosions or other casualties; extreme weather conditions
or other actions of the elements; enemy action, civil commotion, riot or insurrection.
13.10.2 TENANT DELAY shall mean any and all delays caused by any act or
omission attributable to Tenant, or any of Tenant's agents, contractors, servants,
employees, or licensees.
13.11 ATTORNEYS' FEES; PREJUDGMENT INTEREST. In the event of a dispute
between Landlord and Tenant concerning this Lease, the parties agree that each party shall be
responsible for the payment of attorney fees incurred by or on its own behalf. Any award of
damages following judicial remedy as a result of the breach of this Lease or any of its provisions
shall include an award of prejudgment interest from the date of the breach or default at the
maximum amount of interest allowed by law.
13.12 AUTHORITY. Tenant warrants and represents that it has full authority to enter,
into this Lease; that this Lease constitutes a binding obligation on behalf of Tenant, and that the
individual signing on behalf of Tenant is duly authorized to bind Tenant hereto.
13.13 HAZARDOUS MATERIALS.
13. 13. 1 LANDLORD'S REPRESENTATIONS AND WARRANTIES. Landlord
hereby warrants and represents to Tenant that Landlord has no knowledge of the presence
within the Leased Premises, the Building, or the Project, of any asbestos, polychlorinated
biphenyls or other Hazardous Materials.
13.13.2 NOTICE. In the event that Tenant discovers or is informed that a
Hazardous Material exists in the Leased Premises, in the Building, or any part or parts
20
thereof or in the Project, it shall immediately notify the Landlord in writing of such
discovery or information.
13.14 PARTIES' APPROVALS. Except as otherwise herein expressly provided,
whenever consent or approval of either party is required, that party shall not unreasonably
withhold or delay such consent or approval.
13.15 MORTGAGEE PROTECTION. Landlord shall not be deemed to be in default
under this Lease unless (a) Tenant has given notice by registered or certified mail to any
beneficiary of a deed of trust or mortgage covering the Premises whose address shall have been
furnished to Tenant, and (b) Tenant offers such beneficiary or mortgagee a reasonable
opportunity (or such other period as may be agreed to by Tenant and such beneficiary or
mortgagee) to cure the default, including time to obtain possession of the Premises by power of
sale or of judicial foreclosure, if such should prove necessary to effect a cure.
13.16 BOARD OF COUNTY COMMISSIONERS OF WELD COUNTY
APPROVAL. This agreement shall not be valid until it has been approved by the Board of
County Commissioners of Weld County, Colorado or its designee.
13.17 PUBLIC RECORD. Tenant recognizes that this Lease is a public record under the
Colorado Open Records Act, C.R.S. § 24-72-201 et. Seq., and is available for inspection by the
public online and at the office of the Weld County Clerk to the Board.
13.18 DEFAULT OF LANDLORD. In the event of any alleged default on the part of
Landlord hereunder, Tenant shall give written notice to Landlord and any mortgagee whose
name and address have been supplied to Tenant, in the manner herein set forth and shall afford
Landlord and such mortgagee a reasonable opportunity to cure any such default. Landlord's
liability under this Lease shall be limited to its interest in the Project, and under no circumstances
shall any other property of Landlord or of any owner of Landlord be available for satisfaction of
any judgment against Landlord. In no event shall landlord be liable to Tenant or persons
claiming through Tenant for any consequential damages, including, without limitation, lost
profits or business interruption, nor shall Landlord have any liability for the criminal acts of third
parties.
13.19 GOVERNMENTAL IMMUNITY. No term or condition of this Lease shall be
construed or interpreted as a waiver, express or implied, of any of the immunities, rights,
benefits, protections or other provisions, of the Colorado Governmental Immunity Act §§24-10-
101 et seq., as applicable now or hereafter amended.
13.20 NO THIRD -PARTY BENEFICIARY. It is expressly understood and agreed that
the enforcement of the terms and conditions of this Lease, and all rights of action relating to such
enforcement, shall be strictly reserved to the undersigned parties and nothing in this Lease shall
give or allow any claim or right of action whatsoever by any other person not included in this
21
Lease. It is the express intention of the undersigned parties that any entity other than the
undersigned parties receiving services or benefits under this Lease shall be an incidental
beneficiary only.
13.21 CHOICE OF LAW; JURISDICTION. Colorado law, and rules and regulations
established pursuant thereto, shall be applied in the interpretation, execution, and enforcement of
this Lease. Any provision included or incorporated herein by reference which conflicts with said
laws, rules and/or regulations shall be null and void. In the event of a legal dispute between the
parties, Tenant agrees that the Weld County District Court shall have exclusive jurisdiction to
resolve said dispute.
IN WITNESS WHEREOF, Landlord and Tenant have executed this Lease as of the day and
year first above written.
LANDLORD:
County of Weld
AUG 2 12023
Mike Freeman, Chair Date
Weld County Board of County Commissioners
TENANT:
Greeley/Weld County Economic Development Action Partnership, Inc. (d/b/a Upstate
Colorado Economic Development)
Date
22
020,23- .741)
SCHEDULE 1- DESCRIPTION OF PREMISES
The Leased Premises, to be known as Suite 550, shall consist of approximately Two
Thousand Three Hundred Sixty -Seven (2,367) Rentable Square Feet on the fifth floor of the
Building (in the area generally depicted on the Space Plan set forth in Schedule 1-A below) The
precise configuration of Tenant's space plan shall be,determined in good faith by the parties
subsequent to the execution of this Lease, based on Tenant's selections of Leasehold
Improvements for the Leased Premises
The Leased Premises are located in the Building which is a part of the Project located on
land having the following legal description
Parcel 1
Lots 1 through 26, Block 44, City of Greeley, together with the North -South alley
adjacent to Lots 12 through 23 and the East-West alley adjacent to Lots 9 through 12,
Lots 17 and 18, and Lots 23 through 26, Block 44, City of Greeley, County of Weld,
State of Colorado
Parcel 2.
Lots 9 and 10, the North 1/2 of Lots 11 and 12, Lots 13 through 20, also South 1 /2 of
vacant alley adjacent to Lots 13 through 19, except the East 5 feet adjacent to Lot 19,
except the West 8 65 feet of the South 1/2 of Lot 13, all in Block 37, City of Greeley,
County of Weld, State of Colorado
(for informational purposes only) 822 7th St , Greeley, Colorado
23
SCHEDULE 1A - SPACE PLAN
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SCHEDULE 1-B- WORK LETTER AGREEMENT
Tenant has requested a Tenant Improvement (TI) of mtenor changes in the amount of
$18,791 00 The interior changes include intenor paint, acoustical ceiling, barn door, Nest Yale
lock, and vinyl plank flooring, as specified ,m the July 6, 2023 Proposal from Kilgore
Construction These fees will be amortized over the first term of the lease (a three-year period)
These fees are included in SCHEDULE 5 -INITIAL TERM amounts
The following provisions shall apply to the construction of the Tenant Improvement installed by
Landlord
(a) Landlord agrees to construct said Tenant Improvement as requested.
(b) All work involved in the completion of the Tenant Improvement installed by Landlord shall
be carried out by Landlord and its agents and contractors under the sole discretion of Landlord
Tenant shall cooperate, with Landlord and its agents and contractors under the sole discretion of
Landlord Tenant shall cooperate, with Landlord and its agents and contractors to promote the
efficient and expeditious completion of said Tenant Improvement
(c) Tenant's rental obligation for the Leased Premises shall not be abated for any delay m m
completion of the Tenant Improvement
(d) Except as may be provided in the Lease Agreement and as herein expressly set forth with
respect to the Tenant Improvement, Landlord has no agreement with Tenant and has no
obligation to do any work with respect to the Leased Premises Any other work in the Leased
Premises which may be permitted by Landlord pursuant to the terms and conditions of the Lease
Agreement, shall be done at Tenant's sole cost and expense and in accordance with the terms and
conditions of the Lease Agreement
(e) This Work Letter Agreement shall not be deemed applicable to any additional space added to
the Leased Premises descnbed herein, whether by the exercise of any options under the Lease
Agreement or otherwise The construction of any additions or improvements to the Leased
Premises not contemplated by this Work Letter Agreement shall be effected pursuant to a
separate work letter agreement, in the form then being used by Landlord and specifically
addressing the allocations of costs relating to such construction
25
Mike Kilgore
Kilgore Construction
38 Jessup St.
Brighton , Co 80601
Office 303-637-0356
mkilgore911@yahoo.com
Project: 8227
Upstate Colorado
822 7th Street, Suite 550
Greeley, Co. 80631
Upstate Colorado
July 6, 2023
proposal
(ts
Kann t.ais.1u s:.
, Customer
Alex Engelbert
Weld County
1150 O Street
Greeley , Co 80631
Description
Concrete coring
Two locations on concrete stab floor will be scanned for buried post tension cables and whatever other items may be hidden In the
stab. Once scan is complete then two core holes will be drilled in concrete slab to allow for install of plumbing. Includes after hours
rates, work will be completed after hours.
Electrical
Electrical will be ran for plumber installed water heater under cabinet. includes Instal for a�11t7v unit.
Millwork
One 364 base cabinet will be installed in front corner of suites waiting room. One formica countertop will be Installed. if granite top S
desired, then please advice for price change
Millwork
Wail on 3rd floor will be removed as needed to allow for Install of sink drain. Once plumber installs drain Ines, drywaN will be patched
as needed, finished and painted to match with existing.
Sink
Drain lines will be ran to the 3rd floor where they will tied into an existing drain In the wall. Includes instal of cast iron drain fines as
required. One water One will be rain from 4th floor up onto fifth floor in location of the new sink One insta not mini on demand water
heater will be Installed under sink, does not include electrical. One single bowl stainless steel sink will be installed as well as one single
handle kitchen faucet
Electrical
Light switch to operate common arse will be seperated from office and one way switch auded to office
Quariety
1 Ea
1 Ea
1 Ea
1 Ea
1 Ea
Cost
3,854,00
1,830.00
1,240.00
1,120.00
16,370.00
4a0c4;tic.,
Painting
4.240.00
Interior paint
Walls will be patched as needed from removed wail art or minor holes from removed wall anchors. Does not include replacement of
damaged drywall if needed. Two coats of wall paint will be applied to walls in shaded area of drawings supplied by owners rep. Doors
and trim will be sanded as needed and painted in shaded area shown on drawings supplied by owner rep.
1 Ea
4249.00
Millwork
9,908.00
Acoustical ceiling
Existing ceiling tiles wit be removed throughtout, hauled away and disposed of. Existing grid ceiling will be painted throughout. New
2x4 USG radar or fifth avenue ceiling tiles will be used to replace removed.
1 Ea
5,853.00
Kilgore Construction
1
upstate Colorado
July 6, 2023
Description
Quantity
cost
1Ea
3,620.00
Barn door
Two 38x84 Inch full lite tempered frosted glass barn door will be Installed In two separate openings. Existing door will be removed from
one opening and Entitled door will be opened up on other. Both openings will be finished and textured to match. Includes install of
hardware
Door lock
Nest Yale lock will be added to front door to suite space. Does not include any other devices that may be needed to operate such as
a router
1 Ea
425.00
Flooring
4,634.00
Vinyl plank flooring
Existing carpet flooring will be removed in front lobby and hallway to back offices. Floor watt be prepared for install of vinyl plank
flooring. New vinyl plank flooring wit be installed in front lobby area and hallway to back offices. Transition strips All be installed in
doorways. Does not include any flooring in any office or conference room
Z Ea
4,634.00
Project Total AitAnhesa
Tax 0.00
Total with Tax 44,273.00
All material to be as specified and installed per local code. Any alterations or deviation from above specifications involving extra
costs will be executed only upon written orders and will become an extra charge over and above the estimate. Purchaser agrees
to pay all costs of collection, including interest charges of 2% per month on past due invoices. Payment for each portion of work is
due on completion to specifications. Invoices due within 30 days sent.
Approved By: Date:
Contractor Customer
Date: �4/3
Kilgore Construction
2
SCHEDULE 2 - RULES AND REGULATIONS
Except as otherwise provided in any provision of the Lease the following Rules and Regulations
shall apply.
1 The sidewalks, entrances, halls, corridors, elevators and stairways of the Building and Project
shall not be obstructed or used as a waitmg or lounging place by tenants, and their agents,
servants, employees, invitees, licensees and visitors All entrance doors leadmg from any leased
premises to the hallways are to be kept closed at all times.
2. Landlord reserves the right to refuse admittance to the Building between the hours of 7 00
p m and 6.30 a m Monday through Saturday, and from 1.00 p m. Saturday to 6.30 a m Monday
to any person not producing a key to its leased premises. In case of invasion, riot, public
excitement or other commotion, Landlord also reserves the right to prevent access to the
Building during the continuance of same Landlord shall in no case be liable for damages for the
admission or exclusion of any person to or from the Building
3 Landlord will furnish each tenant with two (2) keys to each door lock on its leased premises,
and Landlord may take a reasonable charge for any additional keys requested by any tenant No
tenant shall alter any lock, or install new or additional locks or bolts on any door without the
prior written approval of Landlord In the event of such alteration tenant shall supply Landlord
with a key for any such lock or bolt Each tenant, upon the expiration or termination of its
tenancy, shall deliver to Landlord all keys in any such tenant's possession for all locks and bolts
in the Building
4. In order that the Building may be kept in a state of cleanliness, each tenant shall, durmg the
term of each respective lease, permit Landlord's employees (or Landlord's agent's employees) to
take care of and clean its leased premises No tenant shall cause any unnecessary labor by reason
of such tenant's carelessness or indifference in the preservation of good order and cleanliness of
its leased premises Tenants will use reasonable efforts to see that (i) the windows are closed, (ii)
the doors are securely locked, and (iii) all water faucets and other utilities are shut off (so as to
prevent waste or damage) each day before leaving its leased premises. In the event tenants must
dispose of crates, boxes, etc , which will not fit into office waste paper baskets, it will be the
responsibility of such tenant to dispose of same In no event shall any tenant set such items in
public hallways or other areas of the Building, excepting such tenant's own leased premises, for
disposal
5. All damage done to the Building by the delivery or removal of personal property, equipment,
trade fixtures, merchandise and other similar items, or by reason of their presence in the
Building, shall be paid to Landlord, immediately upon demand, by such tenant by, through, or
under whom such damage was done No iron safe or other heavy or bulky object shall be
delivered to or removed from the Building, except by expenenced safe men, movers or riggers
approved in writing by the Landlord. There shall not be used in any space, or in the public halls
26
of the Building, either by such tenant or by jobbers or others, in the delivery or receipt of
merchandise, any hand trucks, except those equipped with rubber tires.
6. The walls, partitions, skylights, windows, doors and transoms that reflect or admit light into
passageways or into any other part of the Building shall not be covered or obstructed by any of
the tenants.
7. The toilet rooms, toilets, urinals, wash bowls and water apparatus shall not be used for any
purposes other than for those for which they were constructed or installed, and no sweepings,
rubbish, chemicals, or other unsuitable substances shall be thrown or placed therein. The expense
of any breakage, stoppage or damage resulting from violations of this rule shall be borne by such
tenant by whom, or by whose agents, employees, invitees, licensees or visitors, such breakage,
stoppage or damage shall have been caused.
8. No sign, name, placard, advertisement or notice visible from the exterior of any leased
premises, shall be inscribed, painted or affixed by a tenant on any part of the Building or Project
without the prior written approval of Landlord. All signs or letterings on doors, or otherwise
approved by Landlord shall be inscribed, painted or affixed at the sole cost and expense of such
tenant, by a person approved by Landlord. A directory containing the names of all tenants in the
Building shall be provided by Landlord at an appropriate place in the main level foyer of the
Building.
9. Except as otherwise provided in a tenant's lease, no signaling, telegraphic or telephonic
instruments or devices, or other wires, instruments or devices, shall be installed in connection
with any leased premises without the prior written approval of Landlord. Such installations, and
the boring or cutting for wires, shall be made at the sole cost and expense of such tenant and
under control and direction of Landlord. Landlord retains, in all cases, the right to require (i) the
installation and use of such electrical protecting devices that prevent the transmission of
excessive currents of electricity into or through the Building, (ii) the changing of wires and of
their installation and arrangement underground or otherwise as Landlord may direct, and (iii)
compliance on the part of all using or seeking access to such wires with such rules as Landlord
may establish relating thereto. All such wires used by such tenants must be clearly tagged at the
distribution boards and junction boxes and elsewhere in the Building, with (i) the number of the
leased premises to which said wires lead, (ii) the purpose for which said wires are used, and (iii)
the name of the company operating same.
10. Tenant, its agents, servants or employees, shall not, except as otherwise permitted under its
lease, (a) go on the roof of the Building, (b) use any additional method of heating or air
conditioning in its leased premises, (c) sweep or throw any dirt or other substance from its leased
premises into any of the halls, corridors, elevators, or stairways of the Building, (d) bring in or
keep in or about its leased premises any vehicles, bicycles or animals of any kind, (e) install any
radio or television antenna or any other device or item on the roof, exterior walls, windows or
27
window sills of the Building, (f) place objects against glass partitions, doors or windows which
would be unsightly from the interior or exterior of the Building, (g) use any leased premises: (1)
for lodging or sleeping, (2) for cooking (except that the use by any tenant of equipment for
brewing coffee, tea and similar beverages shall be permitted as well as counter top microwave
cooking, provided that such use is in compliance with law), (3) for any manufacturing, storage or
sale of merchandise or property of any kind; and (h) cause or permit unusual or objectionable
odor to be produced or permeate from its leased premises, including, without limitation,
duplicating or printing equipment fumes. Tenant, its agents, servants and employees, invitees,
licensees, or visitors shall not permit the operation of any musical or sound producing
instruments or device which may be heard outside leased premises, Building, or which may emit
electrical waves which will impair radio or television broadcast or reception from or into the
Building.
11. Tenants shall not store or use in any leased premises any (a) ether, naphtha, phosphorous,
benzol, gasoline, benzine, petroleum, crude or refined earth or coal oils, flashlight power,
kerosene or camphene, (b) any other flammable, combustible, explosive or illuminating fluid,
gas or material of any kind, and (c) any other fluid, gas or material of any kind having an
offensive odor, without the prior written consent of Landlord.
12. No canvassing, soliciting, distribution of hand bills or other written material, or peddling
shall be permitted in the Building or the Project, and tenants shall reasonably cooperate with
Landlord in prevention and elimination of same.
13. Tenant shall give Landlord prompt notice of all accidents to or defects in air conditioning
equipment, plumbing, electrical facilities or any part of appurtenances of leased premises.
14. If any leased premises becomes infested with vermin, any tenant, at its sole cost and expense,
shall cause its premises to be exterminated from time to time to the satisfaction of Landlord and
shall employ such exterminators as shall be approved by Landlord, except in the event such
infestation is due to Landlord's culpable negligence or willful misconduct.
15. No curtains, blinds, shades, screens, awnings or other coverings or projections of any nature
shall be attached to or hung in, or used in connection with any door, window or wall of any
leased premises of the Building without the prior written consent of the Landlord, which consent
shall not be unreasonably withheld or delayed.
16. Wherever the word "tenant" occurs, it is understood and agreed that it shall also mean any
tenant's associates, employees, agents and any other person entering the Building or leased
premises under the express or implied invitation of such tenant. Tenant shall cooperate with
Landlord to assure compliance by all such parties with rules and regulations.
17. Landlord reserves the right to make reasonable amendments, modifications and additions to
the rules and regulations heretofore set forth, and to make additional reasonable rules and
28
regulations, as in Landlord's reasonable judgment may from time to time be needed for the
safety, care, cleanliness and preservation of good order of the Building; provided that the same
shall be non-discriminatory and applied consistently to all tenants in the Building.
18. A tenant shall not do anything in its leased premises, or bring or keep anything herein, which
will in any way increase or tend to increase the risk of fire or rate of insurance, or which shall
conflict with the regulations of the fire department or the fire laws or with any insurance policy
on the Building or any part thereof, or with any rules or ordinances established by Municipal
Authority.
19. Landlord shall have the right, exercisable without notice and without liability to any tenant,
to change the name of the Building.
20. A tenant shall not in any manner use the name of the Project for any purpose other than that
of the business address of such tenant, or use any picture or likeness of the Project, in any
letterheads, envelopes, circulars, notices, advertisements, containers or wrapping material,
without Landlord's express consent in writing.
21. A tenant shall not overload any floor or part thereof in its leased premises or other areas of
the Building, including any public corridors or elevators therein bringing in or removing any
large or heavy articles, and Landlord may reasonably direct and control the location of safes and
all other heavy articles and reasonably require supplementary supports at the tenant's expense of
such material and dimensions as Landlord may reasonably deem necessary to properly distribute
the weight.
22. The utility closets, telephone closets, electrical closets, and other such closets, rooms and
areas shall be used only for the purposes and in the manner designated by Landlord, and may not
be used by any tenants, or their contractors, agents, employees, or other parties, without
Landlord's prior written consent, which consent shall not be unreasonably withheld, conditioned
or delayed.
23. Landlord reserves the right to exclude or expel from the Project any person who, in the
judgment of Landlord, is intoxicated or under the influence of liquor or drugs, or who shall in
any manner do any act in violation of any of these Rules and Regulations. Tenants shall not at
any time manufacture, sell, use or give away, any spirituous, fermented, intoxicating or alcoholic
liquors on the Property, nor permit any of the same to occur (except in connection with
occasional social or business events conducted in its premises which do not violate any laws nor
bother or annoy any other tenants).
24. A tenant shall conduct no auction, fire or "going out of business" sale or bankruptcy sale in
or from the Premises, and such prohibition shall apply to such tenant's creditors.
29
25. A tenant shall cooperate and comply with any reasonable safety or security programs,
including fire drills and air raid drills, and the appointment of "fire wardens" developed by
Landlord for the Property, or required by law. Before leaving its premises unattended, a tenant
shall close and securely lock all doors or other means of entry to the premises and shut off all
lights and water faucets in the premises (except heat to the extent necessary to prevent the
freezing or bursting of pipes).
26. Only authorized employees or agents of a tenant having a right of access to the roof of the
Building for the limited purpose of installing, maintaining and operating an antenna, or antenna,
shall be permitted on the roof of the Building. Any such tenant having an authorized antenna on
the roof of the Building shall provide the Landlord with a list of its employees and agents
authorized, on behalf of the tenant to enter onto the roof of the Building to install, maintain and
operate the antenna. The Building manager and the Building security personnel will maintain
custody of the access key to the door providing access to the roof of the Building. Authorized
individuals shall be entitled to access to the roof during normal business hours for all routine
matters relating to installation, maintenance or operation of the antenna. Access to the roof
during non -business hours shall only be available in case of an emergency. Anyone entering the
roof shall stay within designated walkways and shall not throw, drop or allow foreign objects to
be blown over the edge of the roof. Any and all trash, paints, tools, or similar items shall be
removed from the roof and the area shall be left in a clean and neat condition.
27. The interior of the Building is a "non-smoking" environment. Tenants, their agents,
contractors, employees and invitees agree that smoking will be permitted in the outside plaza
level areas of Building Complex only.
30
SCHEDULE 3 - UTILITY SERVICES
The Landlord shall provide the following utility services:
a. Air Conditioning and heat for normal purposes only, to provide in Landlord's judgment,
comfortable occupancy Monday through Friday from 7:00 a.m. to 6:00 p.m., Saturday, 8:00 a.m.
to 2:30 p.m., and Sundays and Holidays excepted. Tenant agrees not to use any air conditioning
or heating apparatus or device, in or upon or about the Leased Premises, and Tenant further
agrees not to connect any such apparatus or device with the conduits or pipes, or other means by
which such services are supplied, for the purpose of using additional or unusual amounts of such
services, without written consent of the Landlord. In the event Tenant does request after-hours
air conditioning, heating, electrical/lighting, such services shall be available at the rate charged
by Landlord for such services from time to time. The charge shall be payable as additional Rent.
b. Electric power for lighting and operation of office machines, air conditioning and heating as
may be required for comfortable occupancy of the premise between Monday and Friday from
7:00 a.m. to 6:00 p.m., Saturday, 8:00 a.m. to 2:30 p.m., and Sundays and Holidays excepted.
Electric power furnished by Landlord is intended to be that consumed in normal office use for
the lighting, heating ventilating, air conditioning and small office machines. Tenant's use of
electric power shall never exceed the capacity of the feeders to the Building of which the Leased
Premises is located or the risers or wiring installation.
c. Water for drinking, lavatory and toilet purposes from the regular Building supply (at the
prevailing temperature) through fixtures installed by Landlord, (or by Tenant with Landlord's
written consent).
d. In the event that Tenant has unusual needs with regard to the services to be provided by
Landlord that would cause utilization to exceed that required for normal office use as specified,
including but not limited to, any unusual utility usage or installation, Tenant shall immediately
notify Landlord in writing of same. Landlord, at its option, may (i) cause same to be separately
metered at Tenant's expense including the expense of installation of such meters or (ii) equitably
estimate the cost thereof to be charged directly to Tenant at the rate charged by Landlord for
such services in the Building from time to time. The charge shall be payable as additional Rent.
If Tenant fails to give Landlord written notice of Tenant's unusual needs for services, Landlord
may back -charge Tenant for an equitable amount to compensate Landlord for such extra usage.
31
SCHEDULE 4
JANITORIAL AND MAINTENANCE SERVICES
1. Subject to the terms of the Lease, Landlord shall supply public rest room supplies, public and
demised area lamp replacement, window washing with reasonable frequency, and janitorial
services to the Common Areas and Leased Premises which shall include the vacuuming of
carpeted areas twice per week and the emptying of wastepaper baskets daily, during weekdays.
2. Landlord agrees to maintain the exterior and interior of the. Building to include lawn and
shrub care, snow removal, maintenance of the structure, roof, floor and latent defects,
mechanical and electrical equipment, architectural finish, and so on, excluding only those items
specifically excepted elsewhere in this Lease.
32
SCHEDULE 4
JANITORIAL AND MAINTENANCE SERVICES
1. Subject to the terms of the Lease, Landlord shall supply public rest room supplies, public and
demised area lamp replacement, window washing with reasonable frequency, and janitorial
services to the Common Areas and Leased Premises which shall include the vacuuming of
carpeted areas twice per week and the emptying of wastepaper baskets daily, during weekdays.
2. Landlord agrees to maintain the exterior and interior of the. Building to include lawn and
shrub care, snow removal, maintenance of the structure, roof, floor and latent defects,
mechanical and electrical equipment, architectural finish, and so on, excluding only those items
specifically excepted elsewhere in this Lease.
32
SCHEDULE 5 - GROSS RENT
Initial Period
Gross Rent
(PSF)
Annual Gross
Rent
(Before
Tenant
Improvement)
Monthly
Gross Rent
(Before
Tenant
Improvement)
Annual Gross
Rent
(Adjusted
with Tenant
Improvement)
Monthly
Gross Rent
(Adjusted
with Tenant
Improvement)
9/1/2023-
8/31/2024
$16.72
$39,576.24
$3,298.02
$45,839.91
$3,819.99
9/1/2024-
8/31/2025
$17.22
$40,759.74
$3,396.65
$47,023.41
$3,918.62
9/1/2025-
8/31/2026
$17.74
$41,990.58
$3,499.22
$48,254.25
$4,021.19
OPTION PERIOD: Tenant may have the right to exercise an additional three-year option
term to extend the Lease upon mutual agreement of both Landlord and Tenant ("Option Period").
Gross Rent shall be payable monthly according to the following schedule:
Term: Gross Rent (PSF) Annual Gross Rent Monthly Gross Rent
9/1/2026-8/31/2027 $18.27 $43,245.09 $3,603.76
9/1/2027-8/31/2028 $18.82 $44,546.94 $3,712.25
9/1/2028-8/31/2029 $19.38 $45,872.46 $3,822.71
33
SCHEDULE 6 — PARKING
"Project Parking Facilities", as said term is used here, includes those parking spaces located
within the Project and those municipal permit parking spaces purchased by Landlord from the
City of Greeley and which are located within a two (2) block radius of the Project.
Landlord hereby grants to Tenant a license to the use during the term of this Lease, at no
additional cost to Tenant, of four (4) parking spaces in the Project Parking Facilities.
Additional Fee Spaces may be available to purchase through municipal permit parking spaces
from the City of Greeley. Any such agreement and associated fees for additional parking through
the City of Greeley are the responsibility of tenant.
The following rules and regulations shall apply regarding the Project Parking Facilities:
(a) Tenant agrees not to overburden the Project Parking Facilities and agrees to cooperate
with Landlord and other tenants in the use of Project Parking Facilities. Parking, fora tenant and
its employees and visitors, on those parking spaces located within the Project shall be on a "first
come, first served," unassigned basis, with Landlord and other tenants at the Project, and their
employees and visitors, and other persons to whom Landlord shall grant the right or who shall
otherwise have the right to use the same, all subject to these rules and regulations, as the same
may be reasonably amended or supplemented, and applied on a non-discriminatory basis.
Notwithstanding the foregoing to the contrary, Landlord reserves the right to assign specific
spaces located within the Project, and to reserve spaces for visitors, small cars, handicapped
individuals, and other tenants, visitors of tenants or other persons, and a tenant and its employees
and visitors shall not park in any such assigned or reserved spaces. Landlord may restrict or
prohibit full size vans and other large vehicles. Landlord may set aside a portion of the parking
areas near the Building entrance for parking by visitors of the tenants. Landlord may, in its
reasonable discretion, change the location and nature of the parking spaces available to Tenant,
provided that after such change, there shall be available to Tenant approximately the same
number of spaces as available before such change.
(b) Vehicles must be parked entirely within the stall lines, and only small cars may be
parked in areas reserved for small cars; all directional signs and arrows must be observed; the
speed limit shall be five miles per hour; spaces reserved for handicapped parking must be used
only by vehicles properly designated; every parker is required to park and lock his own car;
washing, waxing, cleaning or servicing of any vehicle is prohibited; parking spaces may be used
only for parking automobiles; parking is prohibited in areas: (i) not striped or designated for
parking, (ii) aisles, (iii) where "no parking" signs are posted, (iv) on ramps, and (v) loading areas
and other specially designated areas. Delivery trucks and vehicles shall use only those areas
designated therefor.
34
(c) In case of any violation of these provisions, Landlord may refuse to permit the
violator to park or to take such other steps necessary, including but not limited to policing and
towing, without liability whatsoever, at such violator's risk and expense. Landlord reserves the
right to close all or a portion of the parking areas or facilities in order to make repairs or perform
maintenance services, or to alter, modify, re -stripe or renovate the same, or required by casualty,
strike, condemnation, act of God, law or governmental requirement, or any other reason beyond
Landlord's reasonable control. In the event access is denied for any reason, any monthly parking
charges shall be abated to the extent access is denied, as Tenant's sole recourse. Tenant
acknowledges that such parking areas or facilities located within the Project may be operated by
an independent contractor not affiliated with Landlord, and Tenant acknowledges that in such
event, Landlord shall have no liability for claims arising through acts or omissions of such
independent contractor if such contractor is reputable.
(d) Tenant acknowledges the need to register vehicle information for the allocated parking
spaces in the City of Greeley's on-line portal. The City of Greeley may patrol Project Parking
Facility. The City of Greeley may cite, tow, and or restrict movement of vehicles found in
violation of City of Greeley parking policies. Any expenses and resolution associated with
violations are the responsibility of the tenant.
35
Contract Form
New Contract Request
Entity Information
❑ New Entity?
Entity Name. Entity ID*
UPSTATE COLORADO ECONOMIC A00000760
DEVELOPMENT
Contract Name
LEASE AGREEMENT FOR 822 7TH STREET SUITE 550
Contract Status
CTB REVIEW
Contract ID
7314
Contract Lead
SGEESAMAN
Contract Lead Email
sgeesamanico.weld.co. us; I
redfern weldgov.com
Parent Contract ID
Requires Board Approval
YES
Department Project #
Contract Description.
3 YEAR LEASE AGREEMENT FOR 822 7TH STREET SUITE 550 YEAR 1-545.839.91 ,' YEAR 2-847,023.41 YEAR 3-548,254.25
Contract Description 2
Contract Type
LEASE
Amount.
$45,839.91
Renewable*
YES
Automatic Renewal
YES
Grant
IGA
Department Requested BOCC Agenda Due Date
BUILDINGS AND GROUNDS Date* 08.1 7 2023
08 21 / 2023
Department Email
CM-
BuildingGrounds.2iweldgov.c
om
Department Head Email
CM-BuildingGrounds-
DeptHeadhveldgov.com
County Attorney
GENERAL COUNTY
ATTORNEY EMAIL
County Attorney Email
CM-
COUNTYATTORNEYAWELDG
OV.COM
Will a work session with BOCC be required?*
NO
Does Contract require Purchasing Dept. to be included?
NO
If this is a renewal enter previous Contract ID
If this is part of a MSA enter MSA Contract ID
Note: the Previous Contract Number and Master Services Agreement Number should be left blank if those contracts are not in
OnBase
Contract Dates
Effective Date
Review Date*
08 05i2024
Renewal Date*
09,01 , 2024
Termination Notice Period
Contact Information
Contact Info
Contact Name
Purchasing
Committed Delivery Date Expiration Date
Contact Type Contact Email Contact Phone 1 Contact Phone 2
Purchasing Approver Purchasing Approved Date
Approval Process
Department Head
TOBY TAYLOR
DH Approved Date
08,x`14/2023
Final Approval
f1OCC Approved
ROCC Signed Date
ROCC Agenda Date
08/21(2023
Originator
SGEESAMAN
Finance Approver
CHERYL PATTELLI
Legal Counsel
BRUCE BARKER
Finance Approved Date Legal Counsel Approved Date
08,F14;2023 08;14;2023
Tyler Ref #
AG 082123
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