HomeMy WebLinkAbout20150715.tiff RESOLUTION
RE: APPROVE TENTH AMENDMENT TO OFFICE LEASE AGREEMENT 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 a 10th Amendment to the Office Lease
Agreement 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 February 18, 2015, and ending November 30, 2015, with
further terms and conditions being as stated in said amendment, and
WHEREAS, after review, the Board deems it advisable to approve said amended office
lease agreement for, 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 10th Amendment to the Office Lease Agreement 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 amended office lease agreement.
The above and foregoing Resolution was, on motion duly made and seconded, adopted by
the following vote on the 18th day of March, A.D., 2015, nunc pro tunc February 18, 2015.
BOARD OF COUNTY COMMISSIONERS
W LD COUNTY, COLORADO
ATTEST: l�(�` , L :� �� —
�<JJ.duW/ 7 Barbara Kirkmeyer Chair
Weld County Clerk to the Board
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�) 11.�} c A Mike Freeman, Pro-Tem
BY /�n�ty�Cle k to�tl��e�Boardk, �I p�� - , \
_,Gn testt,;� �.a����` an PlCon�ay c
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APPROVED AS TO FORM: I atita, (i er
A. Cozad
County Attorney ��I� _
St�� N "Steve Moreno
Date of signature: 7/
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2015-0715
BG0017
TENTH AMENDMENT TO OFFICE LEASE AGREEMENT
This Tenth Amendment to Office Lease Agreement(the "Tenth Amendment") is made
and entered into effective as of February 18, 2015 ("Effective Date"),by and between the Board
of County Commissioners of Weld County, on behalf of Weld County, Colorado, a body
corporate and politic of the State of Colorado, as successor in interest to SA19-Riverwalk Square
LLC ("Landlord"), and Animal Health International Inc., a Colorado corporation formerly
known as Lextron Inc. ("Tenant").
WITNESSETH:
A. The Board of County Commissioners of Weld County, Colorado,pursuant to Colorado statute
and the Weld County Home Rule Charter, is vested with the authority of administering the affairs of Weld
County,Colorado. Weld County(Landlord)purchased the real property known as 822 7t' Street, Greeley,
Colorado 80631 (also known as the "Chase Building"), and thereby became the successor in interest to
SA 19-Riverwalk Square LLC,as it relates to the Lease Agreement described in B. below(the"Lease").
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.
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.
2015-0715
cOI7
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.
C. Landlord and Tenant desire to amend the Lease to reflect(i)the expansion of the Premises by
1,100 rentable square feet into a portion of Suite 540 of the Building (and Landlord's painting of the
foregoing expansion space and cleaning of the carpet contained therein),and(ii)based on the expansion of
the Premises,adjust the Base Rent,Tenant's Pro Rata Share,as those terms are defined in the Lease.
AGREEMENT
1. Expansion of Premises. Landlord and Tenant acknowledge and agree that as of the date
that Landlord delivers possession of the additional space in Suite 540 to Tenant(the "Delivery Date"),the
Premises and the "Tenant Square Footage" as defined in Section 1.1.5 of the Lease shall be increased by
1,100 rentable square feet by the inclusion of that portion of Suite 540 of the Building as depicted on
Schedule 1 attached hereto.
2. Description of Premises and Tenant Square Footage. Landlord and Tenant acknowledge
and agree that as of the Delivery Date,the Premises shall consist of Suites 200, 5`h 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 27,488 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 27,488 rentable square feet.
3. Base Rent. Section 4.b. of the Seventh Amendment,which amends Paragraph 1.1.8 of the
Lease, is superseded in its entirety by the following,effective as of the Delivery Date:
b. Base Rent. Notwithstanding anything contained in the Lease to the contrary, including but
not limited to Paragraph 1.1.8 of the Lease, Tenant shall pay Base Rent to Landlord in the
following amounts for the following periods in equal monthly installments without offset or
deduction as follows
Period of Term Base Rent Annual Base Monthly Installment
(PSF) Rent of Base Rent
February 18,2015 to November 30, 2015 $13.91 $382,358.08 $31,863.17
December 1,2015 to November 30, 2016 $14.33 $393,903.04 $32,825.25
December 1,2016 to November 30, 2017 $14.76 $405,722.88 $33,810.24
4. Option to Renew. Section 5 of the Seventh Amendment is superseded in its entirety by the
following:
5. 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 Renewal Term Base Rent Annual Monthly Installment
(PSF) Base Rent _ of Base Rent
December 1,2018 to November 30,2019 $15.20 $417,817.60 $34,818.13
December 1,2019 to November 30,2020 $15.66 $430,462.08 $35,871.84
December 1,2020 to November 30,2021 $16.13 $443,381.44 $36,948.45
5. Tenant's Pro Rata Share. Section 6.b. of the Seventh Amendment, which amends
Paragraph 1.1.9 of the Lease, is superseded in its entirety by the following, effective as of the Delivery
Date:
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 following the Completion 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 23.15%which may be adjusted pursuant to paragraph 7.1 (c),below."
6. Landlord Improvements to Portion of Suite 540. Within twenty one(21)calendar days of
the Effective Date,Landlord shall(a)replace the carpet located in the portion of Suite 540 that is depicted
on Schedule 1 attached hereto,and(b)paint the portion of Suite 540 that is depicted on Schedule 1 attached
hereto with building standard paint.(c)removing the reception desk and shelving and(d)adding insulation
in the demising walls between this space and McAdams Law next door.
7. Parking. Notwithstanding anything contained in the Lease to the contrary, including but
not limited to the provisions of Schedule 6 of the Lease or Section 11 of the 7th Amendment to Lease,
subject to the terms and conditions of this Section 7,Landlord shall retain current Tenant parking as follows:
Location Gated Lot Lot Lot Gated Lot B Lot C Lot H Total
B C H
Price/Month Free Free Free Free $45 $37.50 $37.50 $52.50 $3,787.50
Quantity 15 19 2 1 29 45 17 3 131
Tenant acknowledges and agrees that (i) the per month price for parking spaces are 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.
3. Existence of Offsets, Credits, Claims, or Causes of Action. Tenant hereby represents and
warrants to Landlord that Landlord is not in default under the Lease and Tenant has no offsets or
credits against Base Rent or any other amounts due thereunder, nor have any rentals been paid in
advance. Further,Tenant agrees that 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.
4. 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 Tenth Amendment.
5. Real Estate Commissions. Tenant and Landlord represent to each other that,except for Realtec
C.R.E.S.I,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 Tenth Amendment. 6. Effective Date. This Tenth Amendment shall take
effect and be legally binding upon the parties as of the Effective Date.
7. Ratification of Lease. Tenant hereby ratifies the Lease as amended by this Tenth 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 Tenth Amendment.
8. Confidentiality. The Parties agree that the terms of the Lease and this Tenth Amendment are
subject to the Colorado Open Records Act(CORA), C.R.S. §24-72-301 et seq.
9. Entire Agreement. This Tenth Amendment and the documents it refers to contain the entire
agreement between the parties with respect to the subject matter hereof. All prior and
contemporaneous negotiations, including, without limitation, any letters of intent or other
proposals and any drafts and related correspondence, are merged into and superseded by this
Tenth Amendment.No subsequent alteration, amendment,change or addition to the Lease or
Tenth Amendment is binding on Land lord or Tenant unless it is in writing and signed by the
party against whom its enforcement is sought.
10. Counterparts. This Tenth Amendment may be executed in any number of counterparts, and
when a counterpart hereof has been executed and delivered by all parties, this Tenth Amendment
shall be deemed binding upon the parties hereto.
11. Severability. If any term or condition of this Tenth Amendment shall be held to be invalid,
illegal, or unenforceable by a court of competent jurisdiction, this Tenth Amendment shall be
construed and enforced without such provision, to the extent that this Agreement is then capable
of execution within the original intent of the parties.
12. Governmental Immunity. No term or condition of this Tenth Amendment shall be
construed or interpreted as a waiver, express or implied, of any of the immunities,rights, benefits,
protections or other provisions, of the Colorado Governmental Immunity Act§§24-10-101 et seq.,
as applicable now or hereafter amended.
13. No Third Party Beneficiary. It is expressly understood and agreed that the enforcement of
the terms and conditions of this Tenth Amendment, and all rights of action relating to such
enforcement, shall be strictly reserved to the undersigned parties and nothing in this Tenth
Amendment shall give or allow any claim or right of action whatsoever by any other person not
included in this Tenth Amendment. It is the express intention of the undersigned parties that any
entity other than the undersigned parties receiving services or benefits under this Tenth
Amendment shall be an incidental beneficiary only.
14. Board of County Commissioners of Weld County Approval. This Tenth Amendment
shall not be valid until it has been approved by the Board of County Commissioners of Weld
County, Colorado or its designee.
15. Choice of Law/Jurisdiction. Colorado law, and rules and regulations established pursuant
thereto, shall be applied in the interpretation, execution, and enforcement of this Tenth
Amendment.Any provision included or incorporated herein by reference which conflicts with said
dispute between the
laws, rules and/or regulations shall be null and void. In the event of a legal dis p
parties, the parties agree that the Weld County District Court shall have exclusive jurisdiction to
resolve said dispute.
16. Attorneys Fees/Legal Costs. In the event of a dispute between the parties concerning this
Tenth Amendment, 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.
17. Binding Arbitration Prohibited: Weld County does not agree to binding arbitration by any
extra judicial body or person. Any provision to the contrary in this Tenth Amendment or
incorporated herein by reference shall be null and void.
IN WITNESS WHEREOF, the Landlord and Tenant, through their duly authorized
representatives, have executed this Tenth Amendment to Lease Agreement as of the Effective
Date.
ANIMAL HEALTH INTERNATIONAL INC., as Tenant:
By: - Date 3/S/2�J/S-----/
Name: 7_,?, q,./iii'-; (�J ,L=�
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WELD T: BOARD OF COUNTY COMMISSIONERS
Weld C t Clerk to the Board W D COUNTY, CO RADO
BY: (-A-
Deputy CI <to the Boa c.. E,La arbara Kirkmeyer, .hair MA 1 8 2015
OVE AS ' F I , c„ ��}} APPROVED AS TO SUBSTANCE:
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Controller , C El ctehl Official or Department !lead
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Director of General Services
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Schedule 1
Depiction of Expansion Premises- Suite 540
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