HomeMy WebLinkAbout20194848.tiffRESOLUTION
RE: APPROVE THIRTEENTH AMENDMENT TO OFFICE LEASE AGREEMENT (822 7TH
STREET, GREELEY) AND AUTHORIZE CHAIR TO SIGN - ANIMAL HEALTH
INTERNATIONAL, INC.
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 the Thirteenth Amendment to an Office
Lease Agreement (822 7th Street, Greeley) between the County of Weld, State of Colorado, by
and through the Board of County Commissioners of Weld County, on behalf of the Department of
Buildings and Grounds, and Animal Health International, Inc., with further terms and conditions
being as stated in said amendment, and
WHEREAS, after review, the Board deems it advisable to approve said amendment, a
copy of which is attached hereto and incorporated herein by reference.
NOW, THEREFORE, BE IT RESOLVED by the Board of County Commissioners of Weld
County, Colorado, that the Thirteenth Amendment to an Office Lease Agreement (822 7th Street,
Greeley) between the County of Weld, State of Colorado, by and through the Board of County
Commissioners of Weld County, on behalf of the Department of Buildings and Grounds, and
Animal Health International, Inc., be, and hereby is, approved.
BE IT FURTHER RESOLVED by the Board that the Chair be, and hereby is, authorized
to sign said amendment.
The above and foregoing Resolution was, on motion duly made and seconded, adopted
by the following vote on the 25th .day of November, A.D., 2019.
BOARD OF COUNTY COMMISSIONERS
WD COUNTY, COLQRADO
ATTEST: dettifedo G: '&C,
Weld County Clerk to the Board
BY:
Deputy Clerk to the Board
APPOVED AS TO FOR
Ass ounty a ttorney
Date of signature: I 1 /27719
.-e,.
arbara Kirkmeyer, Chair
Mike Freeman, Pro-Tem
. Conway
Steve Moreno
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2019-4848
BG0021
DEPARTMENT OF BUILDINGS AND GROUNDS
PHONE: (970) 304-6531
FAX: (970) 304-6532
WEBSITE: www.co.weld.co.us
1105 H STREET
P.O. BOX 758
GREELEY, COLORADO 80632
November 20, 2019
To: Board of County Commissioners
From: Toby Taylor
Subject: Animal Health Lease
The Animal Health International, Inc. are current tenants in the County building located at 822 7th Street.
This agreement is for a lease from December 1, 2019 through November 30, 2021. The rental rate is for
$16.131 per rentable square foot the first year with a 3% consumer price index increase for each
subsequent annual period. Buildings & Grounds is recommending approval of the lease.
If you have any questions, please contact me at extension 2023.
Sincerely,
Toby Taylor
Director
((Jas
2019-4848
BGOOQI
THIRTEENTH AMENDMENT TO OFFICE LEASE AGREEMENT
This Thirteenth Amendment to Office Lease Agreement (the "Thirteenth Amendment") is
made and entered into, effective as of 7,D ecoll, 2019 ("Effective Date"), by and between the
Board of County Commissioners of Weld County, on behalf of Weld County, Colorado, a body
corporate and politic of the State of Colorado, as successor in interest to SA19-Riverwalk Square
LLC ("Landlord"), and ANIMAL HEALTH INTERNATIONAL, INC., a Colorado corporation
formerly known as Lextron, Inc. ("Tenant").
WITNESSETH:
A. 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. Weld County ("Landlord") purchased the real
property known as 822 7a, Street, Greeley, Colorado 80631 (also known as the "Chase Building"),
and thereby became the successor in interest to SA19-Riverwalk Square LLC, as it relates to this
Lease Agreement.
B. Prior Agreements:
1. The original lease dated August 11, 2003 was executed between Greeley Lincoln
Park Properties LLC, as original lessor, and Lextron Inc., as tenant.
2. An Amendment of Lease Agreement dated February 20, 2007 was executed
between Greeley Lincoln Park Properties LLC, as lessor, and Lextron Inc., as
tenant.
3. A Second Amendment of Lease Agreement dated December 11, 2007 between
Greeley Lincoln Park Properties LLC, as lessor, and Lextron Inc., as tenant.
4. A Third Amendment of Lease Agreement dated July 15, 2008 was executed
between Greeley Plaza LLC, as successor lessor to Greeley Lincoln Park
Properties LLC, and Lextron Inc., as Tenant.
5. A Fourth Amendment of Lease Agreement dated September 15, 2011 was
executed between Greeley Plaza LLC, as lessor, and Lextron Inc., as tenant.
6. A Fifth Amendment of Lease Agreement dated May 24, 2012 was executed
between CSA 19-Riverwalk Square LLC, as successor lessor to Greeley Plaza
LLC, as lessor, and Lextron Inc., as tenant.
7. A Sixth Amendment to Office Lease Agreement dated August 24, 2012 was
executed between CSA 19-Riverwalk Square LLC, as lessor, and Lextron Inc., as
tenant.
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8. A Seventh Amendment to Office Lease Agreement dated October 1, 2013 was
executed between CSA 19-Riverwalk Square LLC, as lessor, and Animal Health
International Inc., formerly known as Lextron Inc., as tenant.
9. An Eighth Amendment to Office Lease Agreement dated March 14, 2014 was
executed between CSA 19-Riverwalk Square LLC, as lessor, and Animal Health
International Inc., as tenant.
10. A Completion Date Memorandum dated April 10, 2014 was executed between
CSA 19-Riverwalk Square LLC, as lessor, and Animal Health International Inc.,
as tenant.
11. A Ninth Amendment to Office Lease Agreement dated August 29, 2014 was
executed between CSA 19-Riverwalk Square LLC, as lessor, and Animal Health
International Inc., as tenant.
12. A Tenth Amendment to Office Lease Agreement dated February 18, 2015 was
executed between Weld County, as lessor, and Animal Health International Inc.,
as tenant.
13. An Eleventh Amendment to Office Lease Agreement dated March 21, 2016 was
executed between Weld County, as lessor, and Animal Health International Inc.,
as tenant.
14. A Twelfth Amendment to the Office Lease Agreement dated August 28, 2017
was executed between Weld County, as lessor, and Animal Health International
Inc., as tenant.
C. Landlord and Tenant desire to amend the Lease, as amended, to reflect a two-year
extension of the Lease, with an option to extend twice for two-year renewals each time, to adjust
Base Rent, and to clarify the Tenant's Pro Rata Share as those terms are defined in the Lease.
AGREEMENT
1. Description of Premises and Tenant Square Footage. Landlord and Tenant
acknowledge and agree that as of the Effective Date, the Premises shall consist of:
Suites 200, 220, and 250 5th floor conference room, the portion of Suite 540 described on
Schedule 1, 560, 600, 610, 620, 630, 700, 740 and 750 for a "Tenant Square Footage" of 32,622
rentable square feet. Notwithstanding anything contained in the Lease to the contrary, including,
but not limited to, the provisions of Section 1.1.5 of the Lease, the "Tenant Square Footage"
shall mean 32,622 rentable square feet.
2. Term. The parties acknowledge that the term of the Lease is extended through
November 30, 2021, subject to the terms and conditions of the Lease, as amended by this
Thirteenth Amendment and each prior amendment that has not been superseded.
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3. Base Rent. Section 2 of the Twelfth Amendment, which amends Paragraph 1.1.8
of the Lease, is superseded in its entirety by the following:
a. Base Rent. Notwithstanding anything contained in the Lease to the contrary, including,
but not limited to, Paragraph 1.1.8 of the Lease, Tenant shall pay Base Rent to Landlord
in the following amounts for the following periods in equal monthly installments
without offset or deduction as follows:
Period of Term
Base
Rent
(PSF)
Annual
Base (PSF)
Monthly
Installment
December 1, 2019 to November 30, 2020
$16.13
526'192.86
43,849.41
December 1, 2020 to November 30, 2021
$16.61
541,851.42
45,154.29
b. Tenant Improvement Payment. After the initial lease term of the Twelfth Amendment,
the tenant has made monthly payments of $2,600 and will satisfy the balance of the
tenant improvement of $31,200.00 on November 30, 2019.
4. Option to Renew. Section 5 of the Twelfth Amendment is superseded in its
entirety by the following:
a. Option to Renew. Tenant shall have the option to renew the term of the Lease for
two (2) additional terms of two (2) years each ("Option 1 and Option 2") on the terms
and conditions of the Lease as set forth herein , except that the Base Rent to be paid
during the renewal term shall be as set forth below. Landlord and Tenant have approved
and agreed to the terms as outlined in Option 1 below. However, the parties must
mutually agree on Option 2. Each Option is granted upon the condition that (1) written
notice of the exercise of the Option must be given by Tenant to Landlord not less than
one hundred eighty (180) calendar days prior to the end of the then current Term of this
Lease, and (2) at the time of the giving of notice of exercise of the Option, and at the
expiration of the then current Term of this Lease there are no material uncured Events
of Default as defined in the Lease then existing and continuing beyond the applicable
cure period. The renewal term shall commence on the day following the end of the
then current Term of the Lease. The Base Rent during the renewal term that is to be
paid by Tenant to Landlord in equal monthly installments without offset or deduction
is as follows:
Option 1: Period of Term
Base Rent
(PSF)
Annual
Base (PSF)
Monthly
Installment
December 1, 2021 to November 30, 2022
$17.11
558,162.42
46,513.54
December 1, 2022 to November 30, 2023
$17.63
574,799.64
47,899.97
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Option 2: Period of Term
Base Rent
(PSF)
Annual Base
(PSF)
Monthly
Installment
December 1, 2023 to November 30, 2024
$18.15
592,089.30
49,340.78
December 1, 2024 to November 30, 2025
$18.70
609,705.18
50,808.77
5. Contraction Right. Section 6 of the Twelfth Amendment is superseded
entirely by the following:
Tenant shall have an ongoing right (the "Contraction Right") to elect to reduce an
aggregate amount up to 50% of Office Space leased by Tenant pursuant to the Lease at
any time or times during the period December 1, 2019 through November 30, 2021.
a. Tenant must provide 120 -day written notice of each contraction intent.
b. Tenant shall have the right to choose which suites are desired for contraction.
c. Any expenses associated with the contraction (e.g. furniture, staff moves,
electrical changes, phones, data lines, tenant improvements, etc.) shall be the sole
financial responsibility of the tenant.
d. Any physical changes to the property (e.g. tenant improvements) shall be
approved by the landlord prior to changes.
e. Contraction of space will be limited to full suites. In order to provide the landlord
with options to lease space to other entities, tenant will not be permitted to partially
split a suite unless it is deemed by sole discretion of Landlord that proposed splitting
of space would be conducive to rent to another entity.
f. Full suites are:
Suite
Square Foot
0200
4,684
0250
5,134
0540
1,100
0560
1,248
0600
7,314
0610
1,243
0620
704
0630
3,030
4
0700
4,798
0740
2,160
750
787
5CONF
420
TOTAL
32,622
g. Any contraction the tenant elects will require an amendment to identify the new
square footages. However, the base rent amount per square foot will remain the same
as identified above.
6. Tenant's Pro Rata Share. Section 8 of the Twelfth Amendment, which amends
Paragraph 1.1.9 of the Lease, is superseded in its entirety by the following:
b. Tenant's Pro Rata Share: The provisions of Paragraph 1.1.9 of the Original Lease
are deleted in their entirety and the following is inserted:
"1.1.9 Tenant's Pro Rata Share shall mean the ratio that Tenant's Square
Footage bears to the total Rentable Square Footage of the Building of
118,749 square feet, or 27.47% which may be adjusted pursuant to the Thirteenth
Amendment, paragraph 6. Contraction Right.
7. Existence of Offsets, Credits, Claims, or Causes of Action. Tenant hereby
represents and warrants to Landlord that Landlord is not in default under the Lease and Tenant
has no offsets or credits against Base Rent or any other amounts due thereunder, nor have any
rentals been paid in advance. Further, each party agrees that there are no existing claims or
causes of action against the other party arising out of the Lease.
8. Release From Pre-existing Claims or Causes of Action. Each party and that
party's partners, officers, directors, members, managers, agents and employees, if any, hereby
release the other party, its managers, members, partners, officers, directors, agents, employees,
attorneys, successors, heirs and assignees from any and all claims or causes of action, known or
unknown, arising out of the Lease related to the period prior to the Effective Date of this
Thirteenth Amendment.
9. Real Estate Commissions. Tenant and Landlord represent to each other that,
neither has dealt with any broker or any other person concerning this Lease in a manner that
would give rise to a claim for the payment of a fee or commission, with regard to the subject
matter of this Thirteenth Amendment.
10. Effective Date. This Thirteenth Amendment shall take effect and be legally
binding upon the parties as of the Effective Date.
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11. Ratification of Lease. Each party hereby ratifies the Lease as amended by this
Thirteenth Amendment, agrees to be bound by and perform all terms of the Lease not amended
hereby and agrees that all other terms and conditions of the Lease are hereby confirmed or
approved by the parties and remain in full force and effect. Hereinafter, the term "Lease" will
refer to the Lease as amended by this Thirteenth Amendment and each prior amendment that has
not been superseded.
12. Confidentiality. The Parties agree that the terms of this Lease are subject to the
Colorado Open Records Act (CORA), C.R.S. §24-72-301 et seq.
13. Entire Agreement. This Thirteenth Amendment and the documents it refers to
contain the entire agreement between the parties with respect to the subject matter hereof. All
prior and contemporaneous negotiations, including, without limitation, any letters of intent or
other proposals and any drafts and related correspondence, are merged into and superseded by
this Thirteenth Amendment. No subsequent alteration, amendment, change or addition to the
Lease or Thirteenth Amendment is binding on Landlord or Tenant unless it is in writing and
signed by the party against whom its enforcement is sought.
14. Counterparts. This Thirteenth Amendment may be executed in any number of
counterparts, and when a counterpart hereof has been executed and delivered by all parties, this
Thirteenth Amendment shall be deemed binding upon the parties hereto.
15. Severability. If any term or condition of this Agreement shall be held to be invalid,
illegal, or unenforceable by a court of competent jurisdiction, this Agreement shall be construed
and enforced without such provision, to the extent that this Agreement is then capable of execution
within the original intent of the parties.
16. Governmental Immunity. No term or condition of this contract 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.
17. No Third Party Beneficiary. It is expressly understood and agreed that the
enforcement of the terms and conditions of this Agreement, and all rights of action relating to such
enforcement, shall be strictly reserved to the undersigned parties and nothing in this Agreement
shall give or allow any claim or right of action whatsoever by any other person not included in this
Agreement. It is the express intention of the undersigned parties that any entity other than the
undersigned parties receiving services or benefits under this Agreement shall be an incidental
beneficiary only.
18. 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.
19. Choice of Law/Jurisdiction. Colorado law, and rules and regulations established
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pursuant thereto, shall be applied in the interpretation, execution, and enforcement of this
Agreement. 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.
20. Attorneys' Fees/Legal Costs. In the event of a dispute between Landlord and
Tenant, concerning this Agreement, the parties agree that each party shall be responsible for the
payment of attorney fees and/or legal costs incurred by or on its own behalf
22. Binding Arbitration Prohibited: Weld County does not agree to binding
arbitration by any extra -judicial body or person. Any provision to the contrary in this Agreement
or incorporated herein by reference shall be null and void.
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IN WITNESS WHEREOF, the Landlord and Tenant, through their duly authorized
representatives, have executed this Thirteenth Amendment to Lease Agreement as of the
Effective Date.
ANIMAL HEALTH INTERNATIONAL, INC., as Tenant:
WELD CO
ATTES
Weld
B
Deputy
APPROVED AS TO FUNDING:
Cont—i-det
APPROVED AS TO FORM:
O/41#-ItrALL
County Attorney
Date a AVVII
OARD OF COUNTY COMMISSIONERS
LD COUNTY, CO • RADO
arbara Kirkmeyer Chair
V 2 5 2019
APPROVED TO SUBSTANCE:
Elect 0 ficial or Department Head
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