HomeMy WebLinkAbout20172965RESOLUTION
RE: APPROVE TWELFTH AMENDMENT TO OFFICE LEASE AGREEMENT (822 7TH
STREET, GREELEY, CO) 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 Twelfth Amendment to Office Lease
Agreement (822 7th Street, Greeley, CO) 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., commencing August 28, 2017, and
ending November 30, 2022, 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 Twelfth Amendment to Office Lease Agreement (822 7th Street,
Greeley, CO) 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 28th day of August, A.D., 2017.
BOARD OF COUNTY COMMISSIONERS
WELD COU TY, COLOR DO
ATTEST: dith/s)
Weld Co my Clerk to the Board
BY:
APPR
Attorney
Date of signature: (0/1/2611
Ju ie A ozad, Chair
Steve Moreno, Pro-Tem
P. Conway
r•ara Kirkmeyer
CC. OGCTT(SG')
to(T/(7
2017-2965
BG0019
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
August 24, 2017
To: Board of County Commissioners
From: Toby Taylor
Subject: Animal Health Lease - Twelfth Amendment
Animal Health International, Inc are current tenants in the County building located at 822 7th Street. This
twelfth amendment is for a 2 -year lease with the option for a 3 -year extension. The lease is for 32,622
square feet for a base rent rate of $15.20 per square feet the first year and a 3% Consumer Price Index
increase each subsequent year. The amendment allows Animal Health an option to exercise a contraction
of space up to 50% within the first year. Buildings & Grounds is recommending approval of the lease
amendment.
If you have any questions, please contact me at extension 2023.
Sincerely,
Toby Taylor
Director
2017-2965
car ag 5Goo t 9
TWELFTH AMENDMENT TO OFFICE LEASE AGREEMENT
This Twelfth Amendment to Of ice Lease Agreement (the " Twelfth Amendment") is
ay, and entered into, effective as o 2017 ("Effective Date"), by and between the
Board of County Commissioners of Wel 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 Animal Health International, 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 7th 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.
C. Landlord and Tenant desire to amend the Lease, as amended, to reflect a two-year
extension of the Lease, to adjust the 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, subject to the Contraction Right set forth below.
2. Base Rent. Section 3 of the Tenth 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
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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
Annual Base
Monthly Installment
December 1, 2017 to November 30, 2018
15.20
495,945.74
41,328.81
December 1, 2018 to November 30, 2019
15.66
510,824.11
42,568.68
b. Tenant Improvement Payment. After the initial lease term of Eleventh
Amendment dated March 21, 2016, the remaining balance of the tenant
improvements for the Lease is $31,200.00. In addition to the base rent above and to
complete the tenant improvement payment, tenant agrees to make additional
payments of $1,300.00 per month for the for 24 months of December 1, 2018 to
November 30, 2020.
5. Option to Renew. Section 4 of the Tenth Seventh 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
one (1) additional lease term of three (3) years (an "Option") on the terms and
conditions of the Lease, except that the Base Rent to be paid during the renewal term
shall be as set forth in this Section 3. The Option is granted upon the condition that
(a) 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 (b) 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
Events of Default as defined in the Lease then exists and is 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:
Period of Term
Base Rent
Annual Base
Monthly Installment
December 1, 2019 to November 30, 2020
16.13
526,148.84
43,845.74
December 1, 2020 to November 30, 2021
16.61
541,933.30
45,161.11
December 1, 2021 to November 30, 2022
17.11
558,191.30
46,515.94
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6. Contraction Right. 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, 2017 through November 30, 2018.
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. Landlord shall not unreasonably
withhold or condition such consent.
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
0700
4,798
0740
2,160
750
787
4
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. In addition, the recoupment of the pre-existing tenant
improvements of $31,200 amortized over the two-year period lease period at a rate of
$1,300 per month will remain.
8. Tenant's Pro Rata Share. Section 5 of the Tenth 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 Lease are
deleted in their entirety and the following is inserted in lieu thereof as of the Effective
Date.
"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
paragraph 7.1 (c), below."
9. Parking. Notwithstanding anything contained in the Lease to the contrary, subject
to the terms and conditions of this Section 9, Landlord shall retain Tenant parking as follows:
Location
Gated
Lot B
Lot C
Annex
Lot
Gated
Lot B
Lot C
Annex
Lot
Total
Price/Month
Free
Free
Free
Free
$45
$37.50
$37.50
$52.50
$4,867.50
Quantity
15
19
2
1
53
45
17
3
155
a. Tenant acknowledges and agrees that (i) the per month price for parking spaces
are in addition to lease and subject to change from time to time by Landlord,
following written notice to Tenant, and (ii) the parking spaces located in Lot B and
Lot C are either owned or controlled by the City of Greeley, Colorado and that
Landlord makes no representations or warranties regarding the continued availability
of any such parking spaces located in such parking area for use by Tenant.
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b. Tenant acknowledges that parking is based on a ratio of one parking space per
210 square feet of leased office space. Should the Tenant pursue the Contraction
Right, Tenant agrees to reduce one parking space for each 210 square feet (or portion
of) of lease office space elected for contraction. Parking spaces to be returned will be
at option of Tenant.
11. Existence of Offsets, Credits, Claims, or Causes of Action. Tenant hereby represents
and warrants to Landlord that, to the best of Tenant's knowledge, 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, Tenant agrees that, to the best of
its knowledge, there are no existing claims or causes of action against Landlord arising out of the
Lease, nor are there any existing defenses which_Tenant has against the enforcement of the Lease
by Landlord.
12. Release From Pre-existing Claims or Causes of Action. Tenant and Tenant's
partners, officers, directors, members, managers, agents and employees, if any, hereby release
Landlord, 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 Lease related to the period prior to the Effective Date of this Twelfth Amendment.
13. 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 Twelfth Amendment.
14. Effective Date. This Twelfth Amendment shall take effect and be legally binding
upon the parties as of the Effective Date.
15. Ratification of Lease. Tenant hereby ratifies the Lease as amended by this
Twelfth 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 Twelfth Amendment and all prior amendments.
16. 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.
17. Entire Agreement. The Lease, the prior amendments and this Twelfth
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 the Lease as amended by all prior
amendments and this Twelfth Amendment. No subsequent alteration, amendment, change or
addition to the Lease or Twelfth Amendment is binding on Landlord or Tenant unless it is in
writing and signed by the party against whom its enforcement is sought.
18. Counterparts. This Twelfth Amendment may be executed in any number of
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counterparts, and when a counterpart hereof has been executed and delivered by all parties, this
Twelfth Amendment shall be deemed binding upon the parties hereto.
19. Severability. If any term or condition of this Twelfth shall be held to be invalid,
illegal, or unenforceable by a court of competent jurisdiction, this Twelfth Amendment shall be
construed and enforced without such provision, to the extent that this Twelfth Amendment is
then capable of execution within the original intent of the parties.
20. 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.
21. No Third -Party Beneficiary. It is expressly understood and agreed that the
enforcement of the terms and conditions of this Twelve Amendment, and all rights of action
relating to such enforcement, shall be strictly reserved to the undersigned parties and nothing in
this Twelfth Amendment shall give or allow any claim or right of action whatsoever by any other
person not included in this Twelfth Amendment. It is the express intention of the undersigned
parties that any entity other than the undersigned parties receiving services or benefits under this
Twelfth Amendment shall be an incidental beneficiary only.
22. Board of County Commissioners of Weld County Approval. This Twelfth
Amendment shall not be valid until it has been approved by the Board of County Commissioners
of Weld County, Colorado or its designee.
23. Choice of Law/Jurisdiction. Colorado law, and rules and regulations established
pursuant thereto, shall be applied in the interpretation, execution, and enforcement of this
Twelfth Amendment. 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.
24. Attorneys' Fees/Legal Costs. In the event of a dispute between Landlord and
Tenant, concerning the Lease as amended, 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.
25. Binding Arbitration Prohibited: Weld County does not agree to binding
arbitration by any extra judicial body or person. Any provision to the contrary in the Lease as
amended by the prior amendments and this Twelfth Amendment 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 Twelfth Amendment to Lease Agreement as of the Effective
Date.
ANIMAL HEALTH INTERNATIONAL, INC., as Tenant:
Date
// 4V 17
WELD COUN Y, as La dlord:
ATTEST: „La , ;6i. BOARD OF COUNTY COMMISSIONERS
Weld o my Clerk to the : oard WELD COUNTY, COLORADO
BY:
Deput / lerk to thand
APP' • VED AS 'LO FUNDING:
Controller
APPROVED AS TO FORM:
County Attorney
u ie ozad, Chair
28ZZ4
APPROVED AS TO SUBSTANCE:
Elected Official or Department Head
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