HomeMy WebLinkAbout20161746.tiffRESOLUTION
RE: APPROVE LEASE AGREEMENT FOR IMPROVED REAL PROPERTY (822 7TH ST)
AND AUTHORIZE CHAIR TO SIGN
WHEREAS, the Board of County Commissioners of Weld County, Colorado, pursuant to
Colorado statute and the Weld County Home Rule Charter, is vested with the authority of
administering the affairs of Weld County, Colorado, and
WHEREAS, the Board has been presented with Lease Agreement for Improved Real
Property (822 7th Street) 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 the Office of the State Public Defender, commencing July 1, 2016, and ending
September 17, 2023, with further terms and conditions being as stated in said lease, and
WHEREAS, after review, the Board deems it advisable to approve said lease, 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 Improved Real Property (822 7th Street) 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 the Office of State
Public Defender be and hereby is, approved.
BE IT FURTHER RESOLVED by the Board that the Chair be, and hereby is, authorized
to sign said lease.
The above and foregoing Resolution was, on motion duly made and seconded, adopted
by the following vote on the 6th day of June, A.D., 2016.
BOARD OF COUNTY COMMISSIONERS
WELD COUNTY, COLORADO
ATTEST: C/.at Io.ok•
Weld County Clerk to the Board
BY:
ounty Attorney
Date of signature
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Mike Freeman, Chair
Sean P. Conway, Pro-Tem
2016-1746
BG0018
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
May 6, 2016
To: Board of County Commissioners
From: Toby Taylor
Subject: Public Defender Lease
The Office of the State Public Defender are current tenants in our building located at 822 7th Street. The
Public Defender has requested an additional 2,509 square feet of space be added to their current leased
space of 15,884 square feet of space. This will bring their total lease to 18,393 square feet. This
agreement is for a lease from July 1, 2016 through September 17, 2023 at $12.99 per rentable square foot
for a total of $238,925.00 the first year. The lease has a consumer price index increases built into the
structure of 3.2% per year.
• The Board previously approved the lease for the Public Defender. That language identified a specific
contractor to perform the tenant improvements for the space. That contractor decided they did not want
to pursue this project any more. Therefore, the Public Defender would like to pursue the next low bidder.
But in order to accommodate that option the lease language needs' to be changed to state "general
contractor" versus stating the name of the company.
Buildings & Grounds is recommending approval of the lease.
If you have any questions, please contact me at extension 2023.
Sincerely,
Toby Taylor
Director
2016-1746
bola
STATE OF COLORADO
DEPARTMENT OF PERSONNEL AND ADMINISTRATION
STANDARD - [BASE YEAR LEASE]
LEASE AGREEMENT [IMPROVED REAL PROPERTY]
LANDLORD
TENANT
LOCATION
County of Weld
Office of the State Public Defender
Suite 300, 822 7th Street, Greeley, CO 80631
Form — Improved Real Property Lease (Base Year)
Rev. 1/2015
STATE OF COLORADO
DEPARTMENT OF PERSONNEL AND ADMINISTRATION
STANDARD LEASE AGREEMENT [IMPROVED REAL PROPERTY]
TABLE OF CONTENTS
ITEM
1. PREMISES, TERM, RENT
2. SERVICES
3. INTERRUPTION OF SERVICES
4. WORK REQUIREMENTS
5. LANDLORD'S REPRESENTATIONS
6. LANDLORD'S OWNERSHIP
7. LEASE ASSIGNMENT
8. EMINENT DOMAIN, TERMINATION OF LEASE
9. DAMAGE AND DESTRUCTION
10. HOLDING OVER
11. FISCAL FUNDING
12. FEDERAL FUNDING
13. NOTICE
14. CONSENT
15. TENANT'S TAX EXEMPT STATUS
16. TENANT LIABILITY EXPOSURE
17. SECURITY DEPOSIT
18. INSURANCE
19. CONVEYANCE OF THE PREMISES, ASSUMPTION OF LEASE,
ATTORNMENT AND NON -DISTURBANCE
20. COLLOCATION
21. INDEPENDENT CONTRACTOR
22. NO VIOLATION OF LAW
23. COLORADO SPECIAL PROVISIONS
24. BROKER REPRESENTATION
25. GENERAL PROVISIONS
26. ADDITIONAL RENT
27. ADDITIONAL PROVISIONS
28. SIGNATURES
EXHIBITS:
Exhibit A — Premises
Exhibit B — Notice of Assignment of Lease Form
Exhibit C — Tenant Improvements
Exhibit D — Depiction of Parking Areas
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Form — Improved Real Property Lease (Base Year)
Rev. 1/2015
LEASE AGREEMENT
[Improved Real Property]
The printed portions of this form, except bold additions, have been reviewed
by the State of Colorado Attorney General and approved by the State Controller.
All additions to this form must be in bold type. All deletions must be shown by strike -through.
THIS LEASE AGREEMENT ("Lease") entered into by and between County of Weld whose address or
principal place of business is 1150 O Street, Greeley, CO 80631, hereinafter referred to as "Landlord", and
THE STATE OF COLORADO, acting by and through the Office of the State Public Defender, whose
address is 1300 Broadway, Suite 400, Denver, CO 80203, hereinafter referred to as "Tenant". Both
Landlord and Tenant shall be hereinafter referred to as "Parties" to this Lease.
WITNESSETH:
WHEREAS, Landlord and Tenant have previously entered into a Lease dated February 11, 2013
and as amended October 22, 2013 (the "Existing Lease") and the Parties are willing to continue to
lease the Existing Premises, defined herein, pursuant to the terms of this Lease; and
WHEREAS, the Parties are willing to lease the Additional Premises, defined herein, pursuant to
the terms of this Lease; which will increase the Existing Premises by an additional Two thousand
five hundred nine (2,509) rentable square feet (the "Additional Premises"); and
WHEREAS, upon the Commencement Date of this Lease, the Parties desire to terminate the
Existing Lease and to continue the tenancy under the terms herein; and
WHEREAS, Authority to enter into this Lease exists in the Law, and funds have been budgeted,
appropriated and otherwise made available and a sufficient unencumbered balance thereof remains
available for payment, including but not limited to funds necessary for Tenant to pay for the Tenant's
Amount of the Cost of Construction of the Tenant Improvements described on Exhibit "C" attached
hereto and incorporated herein by this reference. Required approvals, clearance and coordination have
been accomplished from and with appropriate agencies in Fund Number 100, appropriation code JCA-005.
NOW, THEREFORE, in consideration of the mutual promises contained herein, the Parties hereto agree
as follows:
1. PREMISES, TERM, RENT.
(A) Landlord hereby leases and demises unto Tenant the Premises, hereafter referred to as the
"Existing Premises" within the building located at 822 7th Street, Greeley, CO 80631, hereafter referred
to as "Building" (including land, improvements and other rights appurtenant thereto). The Premises, known
and described as Suite 300, includes approximately fifteen thousand eight hundred eighty four (15,884)
square feet of rentable floor area; the Premises being as shown on the plat attached hereto, made a part
hereof and marked "Exhibit A".
(B) TO HAVE AND TO HOLD the same, together with all appurtenances, unto Tenant, for the
term beginning July 1, 2016 ("Commencement Date"), and expiring September 17, 2023 (the "Expiration
Date") at and for a monthly rental (the "Monthly Rent") for the full term as shown below:
Form — Improved Real Property Lease (Base Year) Page 1 of 18
Rev. 1/2015
15,884 RSF
TERM DATES
07/01/16 - 06/30/17
07/01/17 - 06/30/18
07/01/18 - 06/30/19
07/01/19 - 06/30/20
07/01/20 - 06/30/21
07/01/21 - 06/30/22
07/01/22 - 06/30/23
07/01/23 - 09/17/23
APPROXIMATED REAL ESTATE ADJUSTED
PROPERTY ANNUAL
ANNUAL RENT/ TAXES RENT/ MONTHLY
RSF RSF RSF RENT TERM RENT
$12.99
$13.41
$13.85
$14.30
$14.77
$15.25
$15.74
$15.74
$0.00
$0.00
$0.00
$0.00
$0.00
$0.00
$0.00
$0.00
$12.99
$13.41
$13.85
$14.30
$14.77
$15.25
$15.74
$15.74
$17,194.43
$17,750.37
$18,332.78
$18,928.43
$19,550.56
$20,185.92
$20,834.51
$20,834.51
$206,333.16
$213,004.44
$219,993.40
$227,141.20
$234,606.68
$242,231.00
$250,014.16
$53,475.25
(C) To Have and to Hold the Additional Premises, together with all appurtenances, unto
Tenant, for the term beginning upon Substantial Completion of the Tenant Improvements or July 1,
2016, whichever is later ("Additional Premises Commencement Date"), and ending September 17,
2023, at and for a monthly rental (the "Monthly Rent") for the full term as shown below:
2,509 RSF
TERM DATES
07/01/16 - 06/30/17
07/01/17 - 06/30/18
07/01/18 - 06/30/19
07/01/19 - 06/30/20
07/01/20 - 06/30/21
07/01/21 - 06/30/22
07/01/22 - 06/30/23
07/01/23 - 09/17/23
APPROXIMATED REAL ESTATE ADJUSTED
PROPERTY ANNUAL
ANNUAL RENT/ TAXES RENT/ MONTHLY
RSF RSF RSF RENT TERM RENT
$12.99
$13.41
$13.85
$14.30
$14.77
$15.25
$15.74
$15.74
$0.00
$0.00
$0.00
$0.00
$0.00
$0.00
$0.00
$0.00
$12.99
$13.41
$13.85
$14.30
$14.77
$15.25
$15.74
$15.74
$2,715.99
$2,803.81
$2,895.80
$2,989.89
$3,088.16
$3,188.52
$3,290.97
$3,290.97
$32,591.91
$33,645.69
$34,749.65
$35,878.70
$37,057.93
$38,262.25
$39,491.66
$8,446.83
The Premises is to be used and occupied as general administrative and office space. Payment of the
Monthly Rent shall be made on the first of each month during the term hereof, to Landlord at:
County of Weld
c/o Cushman Wakefield
600 Washington Ave
Suite 1100
St. Louis, MO 63101
or at such place as Landlord from time to time designates by notice as provided herein, subject to the
limitations and conditions set forth in Article 11, Fiscal Funding and Article 12, Federal Funding, herein.
If the term for the Additional Premises commences on a day other than the first day of a calendar month,
then Tenant shall pay to Landlord the rental for the number of days that exist prior to the first day of the
succeeding month. with a similar adjustment being made at the termination of the Lease.
2. SERVICES.
(A) Landlord Provided Services: Landlord shall provide to Tenant during the occupancy of said
Premises, as a part of the rental consideration, the following services comparable to those provided by
Form — Improved Real Property Lease (Base Year) Page 2 of 18
Rev. 1/2015
other office buildings of similar quality, size, age and location, in the Greeley, Colorado submarket. The
services shall include but not necessarily be limited to the following:
1) Services to Premises.
(i) Heat, ventilation and cooling as required for the comfortable use and occupancy
of the Premises during normal business hours. Landlord shall at all times be responsible for heat, ventilating
and air conditioning (HVAC) services in quantities and distributions sufficient for Tenant's use of the
Premises, including rebalancing of the HVAC distribution system as necessary, and also including service,
repair and/or replacement (which replacement shall be considered a capital improvement) of equipment,
parts and accessories for the HVAC units and systems serving the Premises;
(ii) Landlord shall provide Building standard janitorial services. Janitorial services five
(5) times per week, including interior and exterior window washing (exterior window washing a minimum of
two (2) times per year);
(iii) Electric power as supplied by the local utility company. Tenant shall be entitled to
its pro rata share of the base Building's electrical capacity for each floor on which Tenant occupies space;
Replacement of Building standard fluorescent tubes, light bulbs and ballasts as required from time to time
as a result of normal usage.
2) Building Service.
(i) Domestic running water and necessary supplies in washrooms sufficient for the
normal use thereof by occupants in the Building;
(ii) Access to and egress from the Premises, including elevator service maintenance,
repair and replacement customary for buildings of similar age and quality, if included in the Building;
(iii) Snow removal, sidewalk repair and maintenance, landscape maintenance and
trash removal services;
(iv) HVAC, lighting, electric power, domestic running water and janitorial service in
those areas of the Building from time to time designated by Landlord for use by Tenant, in common with all
tenants and other persons in the Building during normal business hours, but under the exclusive control of
Landlord;
(v) A general directory board on which Tenant shall be entitled to have its name
shown, provided that Landlord shall have exclusive control thereof and of the space thereon to be allocated
to each Tenant;
(vi) Landlord shall at all times be responsible for paying real estate taxes and
assessments, including real property taxes, special improvement district taxes or fees or other special
district taxes or charges for which Tenant is not eligible for a tax exemption, subject to Article 15. Tenant
shall be responsible for all taxes and assessments on Tenant's personal property, if any.
3) Maintenance, Repair and Replacement.
(i) Landlord shall operate, maintain, repair and replace the systems, facilities and equipment
necessary for the proper operation of the Building and for provision of Landlord's services under Article 2.
(A) 1) and 2) above and shall maintain and repair the foundations, structure and roof of the Building and
repair damage to the Building which Landlord is obligated to insure against under this Lease.
4) Additional Services.
Form — Improved Real Property Lease (Base Year) Page 3 of 18
Rev. 1/2015
(i) Maintenance of parking lot and/or structure, maintenance of the external lighting
devices for the Building parking lot and/or structure. Maintenance, repair and replacement of Tenant
Improvements for damage caused by shifting or leaking of the foundation or of any other structural aspect
or system of the Building.
(ii) Maintain the Premises in good repair and in tenantable condition during the term
of this Lease. Landlord shall have the right to enter the Premises at reasonable times for the purpose of
making necessary inspections, repairs or maintenance.
The "normal business hours" of operation of the Building shall be from 7:00 a.m. to 6:00 p.m. Monday
through Friday and 8:00 a.m. to 2:00 p.m. on Saturdays, excepting legal holidays, which shall include New
Year's Day, Memorial Day, Independence Day, Labor Day, Thanksgiving and Christmas. Landlord shall
provide additional hours of operation for the Premises upon 24 hours prior notice to Landlord from Tenant.
(B) Tenant Provided Services: None.
3. INTERRUPTION OF SERVICES. Notwithstanding anything in this Lease to the contrary, if there
is an interruption in essential services to the Premises (including, but not limited to HVAC, electrical service,
elevator service), and such interruption continues for a period of five (5) consecutive days, Tenant shall be
entitled to an abatement of rent for the period that such services are not provided to the extent that such
interruption interferes with the use of the Premises by Tenant. If such interruption continues for a period of
ninety (90) days, Tenant may cancel and terminate this Lease without penalty.
4. WORK REQUIREMENTS. All tenant finish alterations in the Premises, now and hereafter
undertaken, shall be designed and constructed in accordance with the technical design specifications of
the Uniform Federal Accessibility Standards, latest edition. Prior to the Premises being occupied by Tenant,
Landlord agrees to the Tenant Improvements described in Exhibit C, attached hereto and made a part
hereof.
5. LANDLORD'S REPRESENTATIONS.
(A) Landlord represents that either:
1) no "asbestos response action", pursuant to that portion of the Colorado Air Quality Control
Commission, Regulation 8 entitled Emission Standards for Asbestos, hereafter referred to as "Regulation
8", is contemplated as a part of the tenant finish for this Lease; or
2) in the event that an "asbestos response action" is contemplated as a part of the tenant
improvements for this Lease, Landlord agrees to fully cooperate with Tenant in Tenant's exercise of its
duties and responsibilities in accordance with Section V of Part B of Regulation 8.
(B) Landlord, in Landlord's sole opinion, represents that with respect to this Lease and the
Premises, the Building meets the requirements of the Americans with Disabilities Act.
(C) Landlord must meet all local codes and regulations with regards to fire and life safety during
the term of the State of Colorado's occupancy of the Premises as mandated by local authorities.
(D) BASE BUILDING: Landlord shall ensure that all base building systems (HVAC, windows,
security systems, etc.) are in good working order. Landlord shall use best efforts to provide Tenant
with a copy of the replacement schedule for all major base building systems and the remaining
useful life of all major building systems once it becomes available.
Form — Improved Real Property Lease (Base Year) Page 4 of 18
Rev. 1/2015
(E) ROOF: Landlord shall ensure that the roof and roof system is in good working order.
Landlord shall use best efforts to provide Tenant with a copy of the replacement schedule for the
roof and roof systems and the remaining useful life once it becomes available
6. LANDLORD'S OWNERSHIP. Landlord warrants and represents itself to be the owner of, or the
authorized representative or agent of the owner of, the Premises in the form and manner as stated herein.
During the term of this Lease Landlord covenants and agrees to warrant and defend Tenant in the quiet,
peaceable enjoyment and possession of the Premises. In the event of any dispute regarding Landlord's
ownership, upon request from and at no cost to Tenant, furnish proof thereof by delivering to Tenant an
"Ownership and Encumbrance Letter" issued by a properly qualified title insurance company.
7. LEASE ASSIGNMENT. Tenant shall not assign this Lease and shall not sublet the Premises,
except to a desirable tenant for a similar use and purpose, and will not permit the use of said Premises to
anyone, other than Tenant, its agents or employees, without the prior written consent of Landlord, which
consent shall not be unreasonably withheld, conditioned, or delayed.
8. EMINENT DOMAIN, TERMINATION OF LEASE. If the Premises are taken via eminent
domain, in whole or in part, then either Party may cancel and terminate this Lease and the current rent shall
be properly apportioned to the date of such taking. In such event the entire damages which may be awarded
shall be apportioned between Landlord and Tenant, as their interests appear.
9. DAMAGE AND DESTRUCTION. If the Premises are rendered untenantable or unfit for Tenant's
purposes by fire or other casualty, this Lease will immediately terminate and no rent shall accrue from the
date of such fire or casualty. If the Premises are damaged by fire or other casualty so that there is partial
destruction of such Premises or such damage as to render the Premises partially untenantable or partially
unfit for Tenants purposes, either Party may, within five (5) days of such occurrence, terminate this Lease
by giving written notice to the other Party. Such termination shall be effective not less than fifteen (15) days
from the date of mailing of the notice. Rent shall be apportioned to the effective date of termination.
10. HOLDING OVER. Tenant shall become a month -to -month tenant if Tenant fails to vacate the
Premises upon expiration or sooner termination of this Lease. The rent to be paid by Tenant during such
continued occupancy shall be the same being paid by Tenant as of the date of expiration or sooner
termination. Landlord and Tenant each hereby agree to give the other Party at least thirty (30) days written
notice prior to termination of any holdover tenancy.
11. FISCAL FUNDING.
(A) As prescribed by State of Colorado Fiscal Rules and §23(B) below, this Lease is dependent
upon the continuing availability of funds beyond the term of the State's current fiscal period ending upon
the next succeeding June 30, as financial obligations of the State of Colorado payable after the current
fiscal year are contingent upon funds for that purpose being appropriated, budgeted, and otherwise made
available. While the act of appropriation is a legislative act, Tenant will take appropriate actions under the
laws applicable to Tenant to timely and properly budget for, request of and seek and pursue appropriation
of funds from the General Assembly of the State of Colorado permitting Tenant to make payments required
hereunder during the period to which such appropriation applies. If funds are not appropriated, this Lease
shall terminate at the end of the then current fiscal year, with no penalty or additional cost to Tenant. Tenant
shall notify Landlord of such non -allocation of funds by sending written notice thereof to Landlord forty-five
(45) days prior to the effective date of termination.
(B) Tenant's obligation to pay rent hereunder constitutes a current expense of Tenant payable
exclusively from Tenants funds and shall not in any way be construed to be a general obligation
indebtedness of the State of Colorado or any agency or department thereof within the meaning of any
provision of §§ 1,2,3,4, or 5 of Article XI of the Colorado Constitution, or any other constitutional or statutory
limitation or requirement applicable to the State concerning the creation of indebtedness. Neither Tenant,
nor Landlord on its behalf, has pledged the full faith and credit of the State, or any agency or department
Form — Improved Real Property Lease (Base Year) Page 5 of 18
Rev. 1/2015
thereof to the payment of the charges hereunder, and this Lease shall not directly or contingently obligate
the State or any agency or department thereof to apply money from, or levy or pledge any form of taxation
to, the payments due hereunder.
12. FEDERAL FUNDING. If any or all funds for payment of this Lease are provided by the Federal
Government, this Lease is subject to and contingent upon the continuing availability of Federal funds, and
if such funds are not made available, Tenant may unilaterally terminate this Lease at the end of any month
after providing ninety (90) days written advance termination notice to Landlord.
13. NOTICE. Any notice required or permitted by this Lease may be delivered in person or sent by
registered or certified mail, return receipt requested, to the Party at the address as hereafter provided, and
if sent by mail it shall be effective when posted in the U.S. Mail Depository with sufficient postage attached
thereto:
Landlord: Tenant
County of Weld
1150 O Street
Greeley, CO 80631
Office of the State Public Defender
1300 Broadway, Suite 400
Denver, CO 80203
Notice of change of address shall be treated as any other notice.
14. CONSENT. Unless otherwise specifically provided, whenever consent or approval of Landlord or
Tenant is required under the terms of this Lease, such consent or approval shall not be unreasonably
withheld or delayed and shall be deemed to have been given if no response is received within thirty (30)
days of the date request was made. If either Party withholds any consent or approval, such Party shall,
after written request, deliver to the other Party a written statement giving the reasons therefore.
15. TENANT'S TAX EXEMPT STATUS. LANDLORD IS TAX EXEMPT The -Parties
file a copy of the Lease, and any extensions or amendments thereof, with the County Assessor. If the Lease
termination), Tenant shall timely file notice of the early termination date with the County -Assessor,
Tenant's Monthly Rent obligation, per Article 1 (B), shall be de
i. Tenant shall receive a credit against its Monthly Rent beginning with the Commencement -Date
based upon the current year Taxes. If the current year Taxes (2013) are not yet available the
prior year Taxes f2012) shall be used as an estimate until the current year Taxes are available.
This credit shall be reconciled upon the availability of the current year Taxes; -and
against its Monthly Rent based upon the current year Taxes
iii. Taxes will be excluded from the computation of "Base Year Operating Expenses" and
16. TENANT LIABILITY EXPOSURE. Notwithstanding any other provision of this Lease to the
contrary, no term or condition of this Lease shall be construed or interpreted as a waiver of any provision
Form — Improved Real Property Lease (Base Year) Page 6 of 18
Rev. 1/2015
of the Colorado Governmental Immunity Act, CRS §24-10-101 et seq.. Liability for claims for injuries to
persons or property arising out of the negligence of the State of Colorado, its departments, institutions,
agencies, boards, officials and employees is controlled and limited by the provisions of CRS §24-10-101,
et seq., and CRS §24-30-1501, et seq., All provisions of this Lease are controlled, limited and otherwise
modified to limit any liability of Tenant in accordance with the foregoing cited statutes.
17. SECURITY DEPOSIT. Tenant shall not provide a security deposit to Landlord.
18. INSURANCE.
(A) Landlord Insurance. Landlord and Landlord's contractors shall carry and maintain the
following insurance coverage with respect to the Premises during the Lease term:
1) Commercial General Liability Insurance covering operations by, or on behalf of, Landlord
on an occurrence basis against claims for bodily injury, property damage and personal injury liability with
minimum limits of (a) $1,000,000 each occurrence; (b) $2,000,000 general aggregate; (c) $2,000,000
2) Property Insurance covering the Building, including the Premises, its equipment, and
Landlord's interest in improvements and betterments on an "All Risk" basis, including where appropriate
the perils of Flood and Earthquake. Coverage shall be written with a Replacement Cost valuation and
include an agreed value provision. The deductible amount shall not exceed $25,000 unless approved by
Tenant. The policy shall also include a rental income extension.
3) Workers' Compensation Coverage for employees- of Landlord as required by law and
employer's liability insurance.
All policies shall be written with carriers approved to do business in the State of Colorado with an A.M. Best
Rating of at least A VII and shall contain a Waiver of Subrogation on behalf of Tenant. The above insurance
policies shall include provisions preventing cancellation or non renewal without at least 30 days prior notice
to Landlord and Landlord shall forward such notice to the State within seven days of Landlord's receipt of
such notice. Landlord shall provide Tenant certificates of Insurance confirming renewal of the coverage at
least fifteen (15) days prior to expiration.
(A) Landlord Insurance: Landlord is self -insured, as permitted by law. Landlord shall
carry and retain Workers' Compensation Coverage for employees of Landlord as required by law.
(B) Tenant Insurance. Tenant shall provide insurance on its inventory, equipment, and all
other personal property located on the Premises against loss resulting from fire or other casualty at Tenant's
sole cost. Tenant shall have the right to provide such insurance under a self-insurance program, or, at any
time during the term of this Lease, to provide such insurance through an insurance company. With respect
to general liability, Tenant is self insured in accordance with the provisions of the Colorado Governmental
Immunity Act and the Colorado Risk Management Act, CRS §24-30-1501, et seq.
19. CONVEYANCE OF THE PREMISES, ASSUMPTION OF LEASE, ATTORNMENT AND
NON -DISTURBANCE.
(A) If Landlord assigns this Lease or if the Premises are sold, transferred or conveyed, (all
collectively called "Assignment"), within ten (10) days of the Assignment of the Lease, Landlord shall
provide Tenant notice thereof pursuant to Article 13 of this Lease in a form substantially in conformity with
that described in Exhibit B. Said notice shall include the name and address of the New Landlord (any
assignee of this Lease, or any purchaser of the Premises, or any other successor owner or assignee of
Landlord through foreclosure or deed in lieu of foreclosure [the "New Landlord"]), the New Landlord's Social
Security or Federal Employer's Identification Number, and documentation evidencing the Lease
Assignment, whether it be an assignment and assumption of Lease, deed or other transfer.
Form — Improved Real Property Lease (Base Year) Page 7 of 18
Rev. 1/2015
(B) The New Landlord's title, right and interest in the Premises, however acquired, shall be
subject to all Lease provisions, including, not limited to, the non -disturbance of Tenant's possession of the
Premises and Tenant shall recognize the New Landlord as Landlord under the Lease. Tenant's attornment
to the New Landlord shall not waive any rights of Tenant against the prior Landlord. All payments previously
made by Tenant to the prior Landlord and all other previous actions taken by Tenant under the Lease shall
be considered to have discharged those obligations of Tenant under the Lease. The New Landlord's
acceptance of the rent payment provided for in the Lease shall constitute the New Landlord's assumption
of the Lease and obligations of the Landlord's thereunder.
20. COLLOCATION. If the State builds, leases, or otherwise acquires a building for the purpose of
collocating State agencies in one area, or designates an existing State-owned building for such collocation
of Tenant, this Lease may be terminated by Tenant by giving written notice to Landlord not less than sixty
(60) days prior to the termination date. Tenant shall not be liable to further perform any of its obligations
under this Lease, including, but not limited to rental payments, following the date of such termination.
21. INDEPENDENT CONTRACTOR. 4 CCR §801-2. The Landlord shall perform its duties
hereunder as an independent contractor and not as an employee. Neither Landlord nor any agent or
employee of Landlord shall be or shall be deemed to be an agent or employee of the State. Landlord shall
pay when due all required employment taxes and income tax and local head tax on any monies paid by the
State pursuant to this Lease. Landlord acknowledges that Landlord and its employees are not entitled to
unemployment insurance benefits unless Landlord or third party provides such coverage and that the State
does not pay for or otherwise provide such coverage. Landlord shall not have authorization, express or
implied, to bind the State to any agreements, liability, or understanding except as expressly set forth herein.
Landlord shall provide and keep in force Workers' Compensation (and provide proof of such insurance
when requested by the State) and unemployment compensation insurance in the amounts required by law,
and shall be solely responsible for the acts of Landlord, its employees and agents.
22. NO VIOLATION OF LAW.
(A) CRS §18-8-301, et seq. and CRS §18-8-401, et seq. The signatories hereto aver that
they are familiar with CRS §18-8-301, et seq., (Bribery and Corrupt Influences) and CRS §18-8-401, et
seq., (Abuse of Public Office), and that no violation of such statutes has occurred under this Lease.
(B) CRS §24-76.5-101. Landlord, if a natural person eighteen (18) years of age or older,
hereby swears and affirms under penalty of perjury that he or she (a) is a citizen or otherwise lawfully
present in the United State pursuant to federal law, (b) shall comply with the provisions of CRS §24-76.5-
101 et seq., and (c) has produced one form of identification required by CRS §24-76.5-103 prior to the
effective date of this Lease.
23. COLORADO SPECIAL PROVISIONS
(A). FUND AVAILABILITY. CRS §24-30-202(5.5). Financial obligations of the State payable
after the current fiscal year are contingent upon funds for that purpose being appropriated, budgeted, and
otherwise made available.
(B). CHOICE OF LAW. Colorado law, and rules and regulations issued 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 regulations shall be null and
void. Any provision incorporated herein by reference which purports to negate this or any other Special
Provision in whole or in part shall not be valid or enforceable or available in any action at law, whether by
way of complaint, defense, or otherwise. Any provision rendered null and void by the operation of this
provision shall not invalidate the remainder of this contract, to the extent capable of execution. The Landlord
shall strictly adhere to all applicable federal and State laws, rules, and regulations that have been or may
hereafter be established, including those dealing with discrimination and unfair employment practice, in
performing its obligations under the Lease.
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(C) LANDLORDNENDOR OFFSET. CRS §§24-30-202 (1) and 24-30-202.4.. Subject to
CRS §24-30-202.4 (3.5), the State Controller may withhold payment under the State's vendor offset
intercept system for debts owed to State agencies for: (a) unpaid child support debts or child support
arrearages; (b) unpaid balances of tax, accrued interest, or other charges specified in CRS §39-21-101, et
seq.; (c) unpaid loans due to the Student Loan Division of the Department of Higher Education; (d) amounts
required to be paid to the Unemployment Compensation Fund; and (e) other unpaid debts owing to the
State as a result of final agency determination or judicial action.
(D) EMPLOYEE FINANCIAL INTEREST. CRS §24-18-201 and CRS §24-50-507. The
signatories aver that to their knowledge, no State employee has any personal or beneficial interest
whatsoever in the service or property described herein.
24. BROKER REPRESENTATION: Landlord and Tenant acknowledge that Landlord is acting as
a Landlord Agent on behalf of Landlord in this transaction and Jones Lang LaSalle Brokerage, Inc. is
acting as a Tenant Agent on behalf of Tenant in this transaction. further, Landlord and Tenant acknowledge
1 .. 1 ..C-11 O 4 1 V'.. Tenant Agent ..n behalf ..f Ih
State of Colorado in this transaction, will receive a leasing commission by separate agreement with
Landlord,
25. GENERAL PROVISIONS
A Binding Effect. All provisions herein contained, including the benefits and burdens, shall extend
to and be binding upon the Parties' respective heirs, legal representatives, successors, and assigns.
B. Captions. The captions and headings in this Lease are for convenience of reference only, and
shall not be used to interpret, define, or limit its provisions.
C. Construction Against Drafter. In the event of an ambiguity in this Lease the rule of Lease
construction that ambiguities shall be construed against the drafter shall not apply and the Parties hereto
shall be treated as equals and no Party shall be treated with favor or disfavor.
D. Counterparts. This Lease may be executed in multiple identical original counterparts, all of which
shall constitute one agreement.
E. Entire Understanding. This Lease represents the complete integration of all understandings
between the Parties and all prior representations and understandings, oral or written, are merged herein.
Prior or contemporaneous additions, deletions, or other changes hereto shall not have any force or effect
whatsoever, unless embodied herein.
F. Jurisdiction and Venue. All suits or actions related to this Lease shall be filed and proceedings
held in the State of Colorado and exclusive venue shall be in the City and County of Denver.
G. Modification.
i. By the Parties. Except as specifically provided in this Lease, modifications hereof shall not be
effective unless agreed to in writing by the Parties in an amendment hereto, properly executed and
approved in accordance with applicable Colorado State law, State Fiscal Rules, and Office of the State
Controller Policies, including, but not limited to, the policy entitled MODIFICATION OF LEASES - TOOLS
AND FORMS.
H. By Operation of Law. This Lease is subject to such modifications as may be required by changes
in Federal or Colorado State law, or their implementing regulations. Any such required modification
automatically shall be incorporated into and be part of this Lease on the effective date of such change, as
if fully set forth herein.
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H. Order of Precedence. The provisions of this Lease shall govern the relationship of the State and
Landlord. In the event of conflicts or inconsistencies between this Lease and its exhibits and attachments,
including, but not limited to, those provided by Landlord, such conflicts or inconsistencies shall be resolved
by reference to the documents in the following order of priority:
Colorado Special Provisions,
ii. The remaining provisions of the main body of this Lease,
Exhibit A,
iv. Exhibit B,
v. Exhibit C, (where applicable)
vi. Exhibit D, (where applicable)
I. Severability. Provided this Lease can be executed and performance of the obligations of the
Parties accomplished within its intent, the provisions hereof are severable and any provision that is declared
invalid or becomes inoperable for any reason shall not affect the validity of any other provision hereof,
provided that the Parties can continue to perform their obligations under this Lease in accordance with its
intent.
J. Survival of Certain Lease Terms. Notwithstanding anything herein to the contrary, provisions of
this Lease requiring continued performance, compliance, or effect after termination hereof, shall survive
such termination and shall be enforceable by the State if Landlord fails to perform or comply as required.
K. Taxes Other than Real Property. The State is exempt from all federal excise taxes under IRC
Chapter 32 (No. 84-730123K) and from all State and local government sales and use taxes under CRS
§§39-26-101 and 201 et seq. Such exemptions apply when materials are purchased or services are
rendered to benefit the State; provided however, that certain political subdivisions (e.g., City of Denver)
may require payment of sales or use taxes even though the product or service is provided to the State.
Landlord shall be solely liable for paying such taxes as the State is prohibited from paying or reimbursing
Landlord for such taxes.
L. Third Party Beneficiaries. Enforcement of this Lease and all rights and obligations hereunder are
reserved solely to the Parties. Any services or benefits which third parties receive as a result of this Lease
are incidental to the Lease, and do not create any rights for such third parties.
M. Waiver. Waiver of any breach under a term, provision, or requirement of this Lease or any right
or remedy hereunder, whether explicitly or by lack of enforcement, shall not be construed or deemed as a
waiver of any subsequent breach of such term, provision or requirement, or of any other term, provision, or
requirement.
26. ADDITIONAL RENT.. At the conclusion of the first Lease Year (as defined below) after the Lease
Commencement Date, Tenant shall pay to Landlord as additional rent, hereinafter referred to as "Additional
Rent", Tenant's Proportionate Share of any Operating Expenses in excess of Base Year Operating
Expenses.
A) DEFINITIONS:
(i) "Base Year Operating Expenses", means the actual Operating Expenses incurred in the
Calendar Year 2016 (estimated to be $6.27/rsf ' )•�h..,,, h-.hasbeen adjusted by the prior year Tax rate
of $0.00/rsf as defined and required by Article 15) adjusted for occupancy as specified in Article
26(A) 2) (iv) (hereafter "Base Year Operating Expenses"). Landlord has not made any
representation that Base Year Operating Expenses will equal, approximate or exceed the actual
Operating Expenses for any Lease Year. "Excess Operating Expenses" shall mean the incremental
amount of any Operating Expenses that exceed the Base Year Operating Expenses.
(ii) "Rentable Area" means all rentable space available for lease in the Building calculated on the
basis set forth in the Building Owners' and Managers' Association Publication #ANSI Z-65.1-1996
full -floor basis. If there is a significant change in the aggregate Rentable Area as a result of an
Form — Improved Real Property Lease (Base Year) Page 10 of 18
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addition to the Building, partial destruction thereof, modification to building design, or other
circumstance which causes a reduction or increase thereto on a permanent basis, Landlord's
Accountants, as said term is hereafter defined, shall make such adjustments in the computations
as shall be necessary to provide for any such change.
(iii) "Tenant's Proportionate Share", prior to the Additional Premises Commencement Date,
shall remain at 13.91%. (15,884 RSF 1114,168 RSF) as set forth in the Existing Lease. From
and after the Additional Premises Commencement Date, the adjusted Tenant's
Proportionate Share shall be 16.11% (18,393 RSF 1114,168 RSF). The Tenant's
Proportionate Share is based upon a fraction, the numerator of which is the total number of
RSF of the Premises and the denominator of which is the Rentable Area of the Building. At
such time, if ever, as any space is added or removed from the Premises, Tenant's
Proportionate Share shall be increased or decreased accordingly.
(iv) "Lease Year" means each twelve (12) month period beginning with the date the Lease term
commenced, or any anniversary thereof, and ending on the same date one (1) year later. If the
Lease Year is not concurrent with a calendar year, then Landlord reserves the right at any time to
make all adjustments provided for herein on a calendar year basis, with an appropriate proration
for the Lease Years in which such conversion is made and in which the term ends, and "Lease
Year" as used in this subparagraph 26(A) shall thereafter be deemed to be a calendar year.
(v) "Operating Expenses" means all operating expenses of any kind or nature, which are
necessary, ordinary, or customarily incurred in connection with the operation and maintenance of
the Building as reasonably determined by Landlord's Accountants. Operating expenses shall
include the following:
(1) Except as provided in Article 15: "Taxes", which shall include all real property
taxes and assessments levied against the Building by any governmental or quasi -
governmental authority, including, but not limited to taxes, assessments, surcharges,
service or other fees of a nature not presently in effect which shall hereafter be levied on
the Building as a result of the use, ownership or operation of the Building, whether in lieu
of or in addition to any current real estate taxes and assessments; provided, however, that
any taxes which shall be levied on the rentals of the Building shall be determined as if the
Building were Landlord's only property and provided that in no event shall the term "Taxes"
include any federal, state, or local income taxes levied or assessed on Landlord, unless
such taxes are a specific substitution for real property taxes. In no event shall Taxes include
(A) any franchise, capital stock, estate or inheritance taxes; (B) any tax allocable to or
measured by the rent payable hereunder, including without limitation, any gross receipts
tax, or excise tax levied by any governmental or quasi -governmental body with respect to
the receipt of such rent; (C) any tax assessed upon or with respect to the possession,
leasing, operation, management, maintenance, alteration, or repair of the Building; or (D)
any tax or assessment based on the occupancy by Tenant of the Premises or any portion
thereof, unless such taxes described in subsections (A) through (D)) herein is expressly in
lieu of, and not in addition to, any ad valorem tax upon the Building and the land upon
which it is located. Taxes shall also include reasonable expenses incurred by Landlord for
tax consultants and the cost of contesting the amount or validity of Taxes;
(2) Costs of supplies, including but not limited to the cost of "relamping" all Building
standard Tenant lighting as the same may be required from time to time;
(3) Costs incurred in connection with obtaining and providing energy for the Building,
including but not limited to costs of propane, butane, natural gas, steam, electricity, solar
energy and fuel oils, coal or other energy sources;
(4) Costs of water and sanitary and storm drainage services;
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(5) Costs of janitorial and security services;
(6) Costs of general maintenance and repairs, including costs under HVAC and other
mechanical maintenance contracts; and repairs and replacements of equipment used in
connection with such maintenance and repair work (excluding repairs and general
maintenance of the roof, foundation and exterior walls of the Building, repairs and general
maintenance paid by proceeds of insurance, or by Tenant or other third parties, and
alterations attributable solely to tenants of the Building other than Tenant);
(7) Costs of maintenance and replacement of landscaping; snow and ice removal; and
costs of maintenance of parking areas, common areas (including snow removal), plazas
and other areas used by tenants of the Building, provided such areas are equally
accessible to all tenants of the Building;
(8) Insurance premiums, including fire and all-risk coverage, together with loss of rent
endorsement; public liability insurance, and any other insurance carried by Landlord on the
Building or any component parts thereof provided said premiums are comparable with fair
market rates. All such insurance shall be in such amounts as may be required by any
mortgagee of Landlord or as Landlord may reasonably determine;
(9) Labor costs, including wages and other payments, costs to Landlord for worker's
compensation and disability insurance, payroll taxes, welfare fringe benefits and all legal
fees and other costs or expenses incurred in resolving any labor disputes, provided such
expenses are incurred as a direct result of the operation and maintenance of the Building
and provided further that said costs, fees, and expenses inclusive within this subparagraph
hereof are exclusive of any costs, fees, or expenses contained in Article 26 (A) 1) (v)(10)
hereunder;
(10) Professional building management fees, provided that such fees are comparable to
fees charged by other similar office buildings in the area;
(11) Legal, accounting, inspection, and other consultation fees (including reasonable fees
charged by consultants retained by Landlord for services that are expressly designed to
reduce and that results in a reduction in Operating Expenses or reasonably improve the
operation, maintenance or state of repair of the Building) incurred in the ordinary course of
operating the Building;
(12) The costs of capital improvements and structural repairs and replacements made in
or to the Building in order to conform to changes, subsequent to the Lease Commencement
Date, in any applicable laws, ordinances, rules, regulations, or orders of any governmental
or quasi -governmental authority having jurisdiction over the Building (herein, "Required
Capital Improvements"); the costs of any capital improvements and structural repairs and
replacements designed expressly to reduce, and that results in the reduction of, Operating
Expenses (herein, "Cost Savings Improvements"); and a reasonable annual reserve for all
other capital improvements and structural repairs and replacements reasonably necessary
to permit Landlord to maintain the Building. The expenditures for Required Capital
Improvements shall be amortized over the useful life of such capital improvements or
structural repair or replacement (as determined by Landlord's Accountants and Generally
Accepted Accounting Principles [GAAPj); provided that the amortized amount of any Cost
Savings Improvement shall be limited in any year to the reduction of Operating Expenses
as a result thereof as reasonably determined by Landlord; and
(13) Reasonable costs incurred by Landlord's Accountants in engaging
experts/consultants to assist them in making the computations required hereunder;
(vi) "Operating Expenses" shall not include:
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(1) Costs of work, including painting and decorating and tenant change work, which
Landlord performs for any tenant or in any tenant's space in the Building other than work
of a kind and scope which Landlord would be obligated to furnish to all tenants whose
leases contain a rental adjustment provision similar to this Lease;
(2) Cost of repairs or other work occasioned by fire, windstorm or other insured casualty
to the extent of insurance proceeds received or by the exercise of eminent domain or any
expenditures for which Landlord is reimbursed from any source;
(3) Leasing commissions, advertising expenses, and other cost incurred in leasing
space in the Building including but not limited to attorneys' fees, costs and disbursements
and other expenses incurred in connection with negotiations or disputes with tenants, other
occupants, or prospective tenants or occupants except to the extent incurred in connection
with the negotiation and entering into of a sublease or lease assignment at the request of
Tenant;
(4) Landlord's cost of electricity and other services that are sold to tenants and for which
Landlord is entitled to be reimbursed by tenants as an additional charge or rental over and
above the basic rent payable under the lease with such tenants;
(5) Costs of repairs or rebuilding necessitated by condemnation;
(6) Costs incurred by Landlord for alterations or improvements which are considered
capital improvements or replacements under Generally Accepted Accounting Principles
(GAAP), except where such capital improvement or replacement results in a net reduction
in Operating Expenses after the cost of the improvement or replacement is amortized and
charged to Tenant over the useful life of the improvement or replacement;
(7) Depreciation and amortization except as provided above;
(8) Expenses in connection with services or other benefits of a type which are not
provided Tenant but which are provided to other tenants or occupants;
(9) Costs incurred due to violation by Landlord or any tenant of the terms and conditions
of any lease;
(10) Overhead and profit increment paid to subsidiaries or affiliates of Landlord for
services on or to the real property, to the extent that the costs of such services exceed
competitive costs of such services were they not so rendered by a subsidiary or affiliate;
(11) Any interest on borrowed money or debt amortization, and rental under any ground
or underlying lease or leases;
(12) Landlord's general overhead except as it directly relates to the operation and
management of the Building;
(13) Any compensation paid to clerks, attendants or other persons in commercial
concessions operated by Landlord;
(14) All items and services for which Tenant reimburses Landlord or pays a third person;
(15) Any costs, fines or penalties incurred due to violations by Landlord of any
governmental rule or authority;
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(16) Wages, salaries, or other compensation paid to any executive employees above the
grade of building superintendent/manager;
(17) Costs for sculpture, painting or other objects of art;
(18) Costs incurred in the operation of the garage or other parking concessions, if
applicable;
(19) Rentals and other related expenses incurred in leasing air conditioning systems,
elevators, or other equipment ordinarily considered to be of a capital nature, except
equipment which is used in providing janitorial services and which is not affixed to the
Building;
(20) Costs incurred in the encapsulation, other treatment, or removal of asbestos or other
substances detrimental to the health or the environment of Building occupants;
(21) The value or lost income to Landlord of any office space in the Building which is
utilized for the management of the Building;
(22) Financial costs, including but not limited to points, commitment fees and legal fees;
(23) Costs incurred by Landlord to remedy any defects in the design of or materials used
in, or the defective installation of the structural steel framing, roof, foundation and
underground utility lines forming a part of or servicing the Building or the real property.
(24) Costs incurred in compliance with the Americans with Disabilities Act or statutes,
laws, regulation or other legislation of similar import.
(vii) Notwithstanding anything contained herein to the contrary, if any lease entered into by
Landlord with any tenant in the Building is on a so-called "net" basis, or provides for a separate
basis of computation for any Operating Expenses with respect to its premises, then to the extent
that Landlord's Accountants determine that an adjustment should be made in making the
computations herein provided for, Landlord's Accountants shall be permitted to modify the
computation of Operating Expenses for a particular Lease Year in order to eliminate or otherwise
modify any such expenses which are paid for in whole or in part by such tenant provided such
adjustments are fairly and consistently applied in a proportionate fashion to all tenants of the
Building not on a so-called "net" or other computational basis thereof. Furthermore, in making any
computations contemplated hereby, Landlord's Accountants shall also be permitted to make such
adjustments and modifications to the provisions of this Article 26 (A) as shall be reasonably
necessary to achieve the intention of the Parties hereto provided that Landlord notifies Tenant in
writing at least thirty (30) days prior to execution of such adjustments and modifications.
(viii) Landlord's Accountants" means the individual or firm employed by Landlord from time to
time to keep the books and records for the Building, and to prepare the federal and state income
tax returns for Landlord with respect to the Building, all of which books and records shall be certified
to by an appropriate representative of Landlord.
B) Adjustment Mechanism:
(i) Commencing in the calendar year "2017" (hereinafter "Comparison Year"), Tenant shall pay
Landlord as Additional Rent Tenant's Proportionate Share of any Excess Operating Expenses.
There shall be a non -cumulative five percent (5%) cap per year on all Operating Expenses
(controllable and non -controllable). Therefore, Operating Expenses shall not increase by
more five percent (5%) over the previous calendar year's Operating Expenses. In addition, if
in any Comparison Year following the Base Year, a new Operating Expense category or major
expense (i.e., earthquake insurance; expanded janitorial or security service; concierge service) is
Form — Improved Real Property Lease (Base Year) Page 14 of 18
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included within Operating Expenses which was not included in the Base Year, then the amount of
such new item shall be added to the Base Year Operating Expenses for the purposes of
determining the amounts payable by the Tenant under the provision set here forth and during each
subsequent Comparison Year of the Term. Conversely, if in any Comparison Year following the
Base Year, a Operating Expense category or major expense is removed from Operating Expenses
included in the Base Year, then the amount of such removed item shall be subtracted from the
Base Year Operating Expenses for the purposes of determining the amounts payable by the Tenant
under the provision set here forth and during each subsequent Comparison Year of the Term.
(ii) Before the expiration or termination of this Lease, Tenant shall pay Additional Rent for the
portion of the final Lease Year of the Lease Term during which Tenant was obligated to pay such
expenses. If Tenant occupies the Premises for less than a full calendar year during the first or last
Lease Years of the term hereof, Tenant's Additional Rent for such partial year shall be prorated
based upon the number of calendar months and days during which Tenant occupied the Premises.
Tenant shall pay, as limited above, any Additional Rent within thirty (30) days following the receipt
of notice thereof.
(Hi) Tenant, or Tenant's designee, shall have the right, at any time within thirty (30) days after a
statement of actual Operating Expenses (hereafter "Statement") for a particular Lease Year has
been rendered by Landlord as provided herein, at its sole cost and expense, to examine Landlord's
books and records relating to the determination of Operating Expenses; provided, however, that
Tenant shall give Landlord prior written notice of its intent to exercise such right, the inspection may
not take place outside of normal business hours, and Tenant shall not interfere with Landlord's
normal business activities. Unless Tenant objects to the rental adjustment within said thirty (30)
day period, such statement and adjustment shall be deemed conclusive. However, if said
examination right is exercised within the permissible period and Tenant determines an overcharge
of Operating Expenses to Tenant, then Tenant may request Landlord to select an independent
Certified Public Accountant (CPA) acceptable to Tenant to audit Landlord's books and records. The
CPA's review shall be binding upon the Parties. If the CPA confirms that an overcharge of Operating
Expenses has occurred, then Landlord shall credit the difference against Tenant's estimated
reimbursement for Operating Expenses for the current Lease Year and such credit shall be applied
to the next payment or payments due from Tenant to Landlord. Further, Landlord shall be
responsible for all costs and expenses of the CPA provided that an overcharge exists. Conversely,
if the CPA confirms that no overcharge to Tenant of Operating Expenses has occurred, Tenant
shall be responsible for all costs and expenses of the CPA.
(iv) If the Building is not at least ninety-five percent (95%) occupied during any Lease Year,
Landlord shall make an appropriate adjustment to those Operating Costs which vary with
occupancy for such year to determine what the Building Operating Costs would have been for such
year if the Building had been ninety-five percent (95%) occupied during such year. Such gross up
adjustments shall be made by Landlord by increasing only the variable portion of (i) janitorial
contract, (H) electricity and (iii) management fee costs which actually vary based upon the level of
occupancy of the Building.
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27. ADDITIONAL PROVISIONS.
(A) OPTION TO RENEW:
Tenant shall have the option to extend the term of this Lease for two (2) consecutive additional
period(s) (each a "Renewal Term") of five (5) or ten (10) years each. The exercise of each Renewal
Term shall be mutually agreed upon by both Parties. In order to exercise each option for a Renewal
Term, Tenant shall give written notice of such exercise to Landlord not later than six (6) months,
nor earlier than twelve (12) months prior to the end of the then effective term. All terms and
conditions of this Lease shall remain in effect during the Renewal Term(s) except: (i) there shall be
no Renewal Term beyond the two Renewal Term(s) described above, and the Full Service Gross
Rental Rate shall be the then fair market Full Service Gross Rental Rate for renewing tenants in
comparable office buildings in the Greeley, Colorado submarket.
The fair market Full Service Gross Rental Rate shall be inclusive of all applicable market
concessions, tenant improvement allowances and transaction expenses normally incurred by a
landlord for renewing tenants in comparable office buildings in the Greeley, Colorado submarket.
The Parties agree to execute a written amendment to the Lease confirming the renewal term(s).
(B) CONTINUOUS RIGHT OF FIRST REFUSAL:
During the initial lease term and any Renewal Term, Tenant shall have the Continuous Right of First
Refusal to lease any vacant space on the third floor of the Building as it becomes available from
time to time. The Continuous Right of First Refusal space shall be based upon the amount of space
an interested third party desires to lease. The fair market Full Service Gross Rental Rate for such
Continuous Right of First Refusal space shall be at the then current fair market Full Service Gross
Rental Rate, inclusive of a new operating expense base year and to include all applicable market
concessions, tenant improvement allowances, and transaction expenses normally incurred by
tenants for comparable office space transactions in the Greeley, Colorado office market, unless
exercised during the initial twenty-four (24) months of the lease term.
If Tenant exercises the Continuous Right of First Refusal during the initial twenty-four (24) month
period of the initial lease term, terms and conditions will be identical to those in the existing Lease
with the exception of the tenant improvement allowance, which shall be pro -rated based upon the
amount of lease term remaining. However, any space leased shall run coterminous with the primary
lease term and become a part of the Lease.
Landlord shall advise Tenant in writing of the portion of the Continuous Right of First Refusal space
which Landlord has received and/or made a bona fide offer to a third party. Thereafter, Tenant shall
have ten (10) business days in which to notify Landlord in writing of its intention to exercise the
Continuous Right of First Refusal to lease such space desired by said third party.
In the event Tenant rejects the Continuous Right of First Refusal and Landlord's offer is rejected by
a third party hereunder, the Continuous Right of First Refusal shall be reinstated. Any Continuous
Right of First Refusal space leased shall be coterminous with this lease term and become a part of
the Lease.
(C) PARKING:
Landlord shall provide Tenant with the following parking spaces during the Term of this Lease,
provided that Tenant is not in default under the terms hereof:
Landlord shall retain Tenant parking with the quarterly fees as follows:
Location
Gated
Lot G
Lot G
Gated
Lot C
Total
Price
Free
Free
$37.50
$45
$37.50
$862.50
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I Quantity I 7 I 10
1
10 I 10 I 38
Tenant acknowledges and agrees that (i) the per quarter 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 C and Lot G 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.
(D) SIGNAGE:
The current Standard Building directory signage on the 1st floor and suite -entry signage in use as
of the date hereof by Tenant shall be provided to Tenant.
(E) ROOF RIGHTS:
Tenant shall have the right to provide, install and use at no additional cost satellite dishes,
microwave dishes and antennas on the roof of the Building including the right to provide and install
the required cabling and wiring from such dishes and antennas in the Building's risers/chases from
the roof to areas within the Premises designated by Tenant, subject to any restrictions or provisions
of current roof top leases and subject to all restrictions imposed on the alteration of the roof by
Landlord. Upon termination of the lease, Tenant shall be responsible for the removal of said
equipment and wiring and any repairs to the building. Tenant shall include any roof top equipment
in Tenant's required insurance coverage. Access to any equipment on the roof or any changes
subsequent to the installation by Tenant's staff or vendors shall be with prior consent of Landlord.
Tenant shall be responsible for all damage, claims and liabilities caused by Tenant's installation of
any dishes or antennas on the roof, and shall, upon the sooner to occur of the termination or
expiration of this Lease, restore the roof to its condition prior to the installation of such dishes or
antennas, normal wear and tear excepted.
Form — Improved Real Property Lease (Base Year) Page 17 of 18
Rev. 1/2015
IN WITNESS WHEREOF, the Parties hereto have executed this Lease
LANDLORD:
County of Weld
By:
-
Authorized Signatory JUN 0 6 2016
Mike Freeman, Chair By:
Weld County Commissioners
TENANT:
STATE OF COLORADO
John W. Hickenlooper, Governor
Acting by and through the
Office of the State Public Defender
Date:
6(14‘,.\
Douglas K. Wilson
Colorado State Public Defender
u' 13/ I la
Form — Improved Real Property Lease (Base Year) Page 18 of 18
Rev. 1/2015
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EXHIBIT A
PREMISES
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Form — Improved Real Property Lease (Base Year) Page A - 1
Rev.1 /2015
ADDITIONAL PREMISES
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Form -- Improved Real Property Lease (Base Year) Page A - 2
Rev.1/2015
EXHIBIT B
NOTICE OF ASSIGNMENT OF LEASE
ASSUMPTION OF LEASE BY NEW LANDLORD
Date:
[Tenant]
[Tenant's Address for Notice
(See Art. 13 of Lease)]
Tenant
Re: Lease for: [Lease Address
dated (See Art. 1 of Lease]
, Landlord [Landlord]
Dear Tenant:
Pursuant to Article 13 of the above referenced Lease, Tenant is hereby notified that on
[date], the Lease was assigned to:
[Name/Address of New Landlord], the "New
Landlord." The New Landlord's W-9 is attached.
Evidence of the transaction constituting the Assignment of Lease is by [mark as is appropriate]:
Assignment and Assumption of Lease; _ Deed [Type of Deed]; _ Other [Specify} _
• dated, which document is attached and made part hereof.
Tenant's rental obligations after (date) should be paid to the New Landlord
at:
The signatory below affirms the information provided in this Notice is true and acknowledges the
New Landlord has assumed the obligations of Landlord under the Lease.
By:
LANDLORD
By:
NEW LANDLORD
Enclosures
Form — Improved Real Property Lease (Base Year) Page B - 1
Rev. 5/2011
EXHIBIT C
ADDITIONAL PREMISES TENANT IMPROVEMENTS
Landlord, at Landlord's sole cost and expense, shall provide Tenant leasehold improvements
("Tenant Improvements") sufficient to build out the Additional Premises `turn -key" in accordance
with mutually agreed upon pricing plans (the "Pricing Plans") which shall include, but not be limited
to, hard and soft construction costs; building code compliance as mandated by local authorities;
building standard window blinds; full architectural, mechanical, electrical, plumbing, and
engineering drawings and construction documents; electrical wiring and data/phone wiring;
mechanical alterations; move costs; and other items generally considered Tenant Improvements,
that would normally be provided by Landlord. No construction management, coordination fees or
other "mark ups" on Tenant Improvements shall be charged by or payable to the Landlord. Tenant
has the right to hire its own project manager to manage the construction of the Tenant
Improvements and project costs. Tenant must coordinate all construction with the Weld County's
Director of Buildings & Grounds and the Cushman & Wakefield Property Manager to ensure no
structural, architectural, electrical plumbing or HVAC changes occur that would impact the facility
or other tenants.
A. Landlord shall contract with General Contractor to complete Tenant Improvements.
Landlord shall pay all approved invoices from General Contractor and forward these invoices to
Tenant on a monthly basis throughout the construction process. Tenant shall reimburse Landlord
within ten (10) business days of receipt of Landlord's invoices. Landlord shall use its best and
reasonable effort to have the Tenant Improvements completed on or before June 30, 2016. The cost
of the Tenant Improvements is estimated not to exceed $150,000.00. Should Tenant Improvements
be completed after June 30, 2016 Tenant shall reimburse Landlord for outstanding balance upon
completion of Tenant Improvements and invoice.
B. Landlord acknowledges the Tenant has selected Catterall Design as an architect to
satisfactory design the Tenant's needs. Landlord shall be provided any architectural, mechanical,
electrical, plumbing, and engineering drawings and construction documents which are produced
for Tenant Improvements. Landlord shall approve prior to work commencing which approval shall
not be unreasonably withheld. At a minimum, Tenant's project manager will implement those
building construction standards mandated by local building code. Landlord shall have ten (10)
business days from receipt of the engineers/stamped plans for the Tenant Improvements and
specifications for the construction of the Tenant Improvements to approve the plans and
specifications or provide written comments or objections thereto. Any such approval shall not be
unreasonably withheld, conditioned, or delayed.
C. Landlord shall be responsible for contracting for the work on a not -to -exceed basis
approved in writing by the Tenant and managing the general contractor's performance. All
contractors and subcontractors shall be required to procure and maintain insurance against such
risks, in such amounts, and with such companies as Landlord may reasonably require. All work
shall be performed in a good and workmanlike manner free of defects, shall strictly conform to the
Tenant Improvements and comply with law, including the Americans with Disabilities Act.
D. Landlord shall provide all utilities, including electrical, HVAC, water, etc., during the
construction of the Tenant Improvements at no cost to Tenant.
E. If Tenant requests any change to the Tenant Improvements, then Tenant shall submit a
written request to Landlord ("Tenant's Request"). After receiving Tenant's Request, Landlord shall
cause its architect to prepare such plans and specifications to incorporate Tenant's Request into
the Tenant Improvements and prepare a proposed field change order ("FCO") as soon as
reasonably possible thereafter. The FCO shall set forth all additional charges or credits resulting
from Tenant's Request (the "Stipulated Sum"). The Stipulated Sum shall be formulated using the
actual cost of the design work and the cost of the work from the subcontractors less any savings
attributable to changing the work specified in the Pricing Plans. Landlord shall not proceed with
Form — Improved Real Property Lease (Base Year) Page C - 1
Rev.1 /2015
any work that is the subject of a Tenant's Request and detailed in a proposed FCO until Tenant and
the State Controller or his designee have approved the FCO in writing. The Tenant and the State
Controller or his designee shall have five (5) business days after receipt of an FCO (or a revised
FCO, as applicable) to approve the FCO or provide written comments or objections thereto to the
Landlord. Any such approval shall not be unreasonably withheld, conditioned or delayed. Tenant
shall be responsible for any and all delays in construction caused by Tenant's approved FCO
provided that Landlord shall use commercially reasonable efforts and diligently pursue the
completion of the work associated with such FCO. Each FCO approved by Tenant will be the sole
responsibility of Tenant and shall be due and payable by Tenant within ten (10) days from the date
of receipt by Tenant of Landlord's invoice for such costs, which shall only be issued following
Substantial Completion (as defined below) of construction of the Tenant Improvements or
completion of the work associated with such FCO, whichever is later.
F. Substantial Completion of Tenant Improvements shall occur upon the following: (i) Tenant's
Architect deems the Additional Premises substantially complete and in conformance with Tenant
Improvements as described in the Pricing Plans; (ii) Landlord has obtained all required approvals,
if any, for Tenant's occupancy from all state, county and/or municipal agencies; (iii) Tenant has
provided written acceptance of Tenant Improvements and the condition of the Additional Premises,
subject to the "Punch List" as herein after described; and (iv) all systems and services to be
furnished by Landlord pursuant to the terms and conditions of the Lease are in operation,
("Substantial Completion"). The Landlord shall provide Tenant written notice when Landlord deems
Substantial Completion has occurred. The Parties shall jointly execute a document acknowledging
the Commencement Date, as defined in Article 1 of the Lease.
G. Notwithstanding any other provision of this Lease, if Substantial Completion has not
occurred within one hundred twenty (120) days from the date this Lease is fully executed, then
Tenant may terminate this Lease without penalty; however, if Landlord is delayed by Tenant's acts
or failure to act or requests for change orders, or for delays due to an occurrence of an event of
force majeure, casualties, acts of God, strikes, shortages of labor or materials or other causes
beyond the reasonable control of Landlord (collectively, "Excused Delays"), then the above -referred
to one hundred twenty (120) day period for Landlord's performance of Substantial Completion of
the Additional Premises shall be automatically extended for the same amount of time Landlord is
delayed.
H. Punch list: Within three (3) business days after Landlord's receipt of Tenant's notification
of Substantial Completion, Tenant and Landlord shall perform an inspection of the Additional
Premises and shall jointly prepare a written punch list of deficient items, undiscovered defects or
additional work, if any ("Punch List"). Completion of the final Punch List shall be subject to Tenant's
approval. In the event Tenant does not complete all Punch List items within thirty (30) days of the
date the Punch List is prepared (except for those Punch List items that cannot reasonably be
completed within thirty (30) days, provided Tenant commences construction of Punch List items
and diligently pursues the same to completion) Tenant's monthly rent shall be due at the fees
identified.
1. Landlord acknowledges and agrees that Tenant, its agents, employees, and contractors
shall be granted access to the Additional Premises in coordination with Landlord's contractors
during the construction and installation of Tenant Improvements for the sole purpose of wiring the
telephone and computer systems; installing card reader systems and other security devices; and
installing conference room(s) audio/visual systems and installing furniture systems, if applicable.
Notwithstanding the foregoing, Landlord may withdraw such permission to enter the Additional
Premises prior to the Substantial Completion date at any time the Landlord reasonably determines
that such entry by Tenant is causing a dangerous situation for Landlord, Tenant or their respective
contractors or employees, or if Landlord reasonably determines that such entry by Tenant is
hampering or otherwise preventing Landlord from proceeding with the completion of the Tenant
Improvements. All terms of the Lease, except the obligation to pay rent, shall apply and be in effect
on and after the day that Tenant is given access to the Additional Premises.
Form — Improved Real Property Lease (Base Year) Page C - 2
Rev.1/2015
J. Notwithstanding any other provision of this Lease, if Substantial Completion has not
occurred within one hundred eighty (180) calendar days from the date the Lease is fully executed,
then Tenant may terminate this Lease without penalty; however, if Landlord is delayed by a "Tenant
Delay", as defined herein, or for delays due to an occurrence of an event of force majeure,
casualties, acts of God, strikes, shortages of labor or materials or other causes beyond the
reasonable control of Landlord (collectively, "Excused Delays"), then the above -referred to one
hundred eighty (180) day period for Landlord's performance of Substantial Completion of the
Additional Premises shall be automatically extended for the same amount of time Landlord is
delayed. As used herein the term "Tenant Delay" means the number of days Substantial
Completion is delayed as a result of (i) Tenant's failure to meet any dates established in the Lease
or this Exhibit C that would cause work to stop or be delayed, (ii) failure to pay the Costs of
Construction in accordance with the provision of this Exhibit C that would cause work to stop or be
delayed, (iii) any changes to the Tenant Improvements, including but not limited to those described
in an FCO, requested to be made by Tenant (and approved by Landlord) after the issuance of the
Construction documents, after acceptance of a final bid and choice of Contractor, after receipt of
permits for construction issued by the county, and after initiation of construction by Contractor as
defined by the completion of a construction kickoff meeting jointly held and attended by and
between the Tenant, Tenant's Architect and Contractor(including but not limited to, unreasonable
delays caused by entry of Tenant into the Additional Premises under the provisions of this Exhibit
C.
L. Tenant, its agents, employees, and contractors shall be granted access to the Additional
Premises after the Lease has been fully executed by all Parties provided, that such entry is done in
coordination with the Tenant's Architect, Landlord and the Contractor during the construction and
installation of Tenant Improvements for the sole purpose of wiring the telephone and computer
systems; installing card reader systems and other security devices; and installing conference
room(s) audio/visual systems and installing furniture systems, if applicable. Notwithstanding the
foregoing, Landlord may withdraw such permission to enter the Additional Premises prior to the
Substantial Completion date at any time Landlord, Tenant's Architect or Contractor reasonably
determines that such entry by Tenant is causing a dangerous situation for Landlord, Tenant or their
respective contractors or employees, or if Landlord reasonably determines that such entry by
Tenant is hampering or otherwise preventing Landlord from proceeding with the completion of
Tenant Improvements in accordance with the terms of this Agreement. All terms of this Lease,
except the obligation to pay rent, shall apply and be in effect on and after the day that Tenant is
given access to the Additional Premises; provided, however, that prior to any such entry, Tenant
shall cause all contractors to provide Landlord with evidence of insurance in form and substance
acceptable to Landlord and a certificate of insurance naming Landlord as additional insured.
Form — Improved Real Property Lease (Base Year) Page C - 3
Rev.1 /2015
EXHIBIT D
PARKING
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Exhibit D-1
RE : LEASE AGREEMENT FOR PUBLIC DEFENDER OFFICE ( 822 7TH ST)
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ATTEST : „Z�4A/ � • �' � BOARD OF COUNTY COMMISSIONERS
Weld C ty Clerk to the Board WELD COUNTY , COLORADO
BY : ��,��,�tnQ �
Deputy CI k to the Bo � Mike Freeman , Chair � UN 0 6 2016
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APPROVED AS TO FUN G : � PPROVED AS TO SUBSTANCE :
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Controller � Electe O icial or Department Head
APPROVED A TO FORM : , V ! �
Director of General Services
County Attorney
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