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HomeMy WebLinkAboutC06-331HEALTH AND HUMAN SERVICES EDWARDS ANNEX SUBLEASE AGREEMENT BETWEEN COUNTY OF EAGLE, STATE OF COLORADO AND MOUNTAIN VALLEY DEVELOPMENTAL SERVICES THIS SUBLEASE is made and entered into this 31 st day of October, 2006, by and between the County of Eagle, State of Colorado, a body corporate and politic, by and through its Board of County Commissioners (hereinafter "Sublessor" or "County") and Mountain Valley Developmental Services, a Colorado non-profit corporation (hereinafter "Sublessee"). RECITALS WHEREAS, on August 8, 2006, the County and Eagle River Water & Sanitation District (hereinafter "ERWSD") entered into a Lease Agreement (hereinafter "Lease Agreement") whereby the County leased from ERWSD certain real property in Eagle County, Colorado, more particularly described in Exhibit "A" attached hereto and incorporated by this reference (hereinafter "Property"); and WHEREAS, the County now desires to enter into a Sublease Agreement with Sublessee; and WHEREAS, pursuant to Paragraph 10 of the Lease Agreement, County shall not sublease or otherwise permit any other user to occupy the Property without the prior written consent of ERWSD; and WHEREAS, ERWSD consents to the County entering into this Sublease Agreement with Sublessee. Agreement NOW THEREFORE, based upon and in consideration of the recitals, promises and covenants set forth herein, County and Sublessee do hereby agree as follows: 1. DEMISE. County hereby leases to Sublessee a portion of the Property designated as Room 101 and one-half of Room 103 on the map attached hereto as Exhibit ­B­ and incorporated by reference (hereinafter "Leased Premises"). 2. TERM. The term of this Sublease Agreement shall commence on the day and year first above written and expire on August 31, 2007 unless earlier terminated as provided herein. this Notwithstanding Z., the aforementioned term, County may terminate is Sublease Agreement, at any time, with or without cause, upon thirty (30) days written notice to Sublessee. After the initial lease term, Sublessee may make written request to Sublessor for u renewal of this Sublease Agreement. Such request shall bc made u1least three (3) months prior to the expiration nf the current term. Upon expiration or termination of this Sublease Agreement for any reason, Sublessee shall promptly surrender possession of the Leased Premises k`Sublessor. 3. RENT. 8ub|cmoco ugcoce to pay County as rent for the Leased Premises the sum of$375 per month hcgiuuio�January l,2O07, payable ioadvance. 4. ENCUMBRANCE OF S0BLESSEE,S LEASEHOLD INTEREST. Sublessee shall not encumber by mortgage, deed of trust or other instrument, its leasehold interest and estate iu the Leased Premises nosecurity for any Indebtedness o/Sublessee. 5. NO ASSIGNMENTS OR OTHER S0|0K.0ASBI. Sublessee shall not sell oc assign this 3ub|uao* /\grcczncruor any part hereof, or any interest therein. l�orobu8 Sublessee re-sublet the subleased premises in whole ocbz part. This Sublease Agreement shall not be assigned by operation ntlaw. Any attempt N sell, assign or sublease shall be sufficient grounds for dispossession and such assignment, ao\e or lease shall be void. 6. REPAIRS AND MAINTENANCE, Sublessee accepts the Leased Premises in its existing, as-is condition. The Sublessee mhuUkeep the l.oumedycoouimcaand any buildings or improvements thereon io good condition and repair. lo the event the Leased Premises are not maintained ae set forth above, County may elect to 0uoninuie this Sublease Agreement ocalternatively may elect to perform any work and make all repairs it deems necessary and shall submit statement for such repairs, maintenance and work to Sublessee for immediate payment which they agree to pay. The Sublessee shall be solely responsible for interior maintenance such as paint and carpet cleaning and day ho day maintenance, including but not limited io replacement nt light bulbs. County shall hc responsible for the cost nf trash ncrefuse removal and snow removal from the Property. County abuD also he responsible for procuring and admiuiatc i jnnitudal services for In the Leased Premises. Such cleaning and maintenance costs shall bc prorated based oo actual c|cuuioD ezpmzano for the Lcuocd Proo:iaom and 8uh|oaacs abuU promptly cciodbucso the County for such c|euuin�and n�uintenouuecosts. 7. 0TDK.K7[08S. Sublessee obuil be responsible for plumbing, c|octdou| and heating io the Leased Premises. Sublessee shall bc solely responsible for telephone installation and service, computer lines and changing of any interior locks. N` IMPROVEMENTS. Prior to any alterations, or changes to the Leased Premises, Sublessee shall obtain the rnoittencnuano1m[ County and shall also receive all necessary permits associated with such improvements. Notwithstanding the foregoing, Sublessee shall not be allowed to tear down or remove any walls ou the Leased Premises. 9. SUBLESSOR TO ENTER. Sublessee shall and its respective agents at all reasonable times to enter upon the Leased Premises to view the condition of the Leased Premises and any for the purpose m{ or the making of such repairs, replacements or additions to, ounr about the premises or building as County deems necessary ordesirable. 3oblcmeo shall have oo cause ofaction against County by reason of such entry. 10. UNLAWFUL USE. bA Sublessee shall not use, occupy, or permit dhmLcuatd Premises or any part thereof 1obc used nr for any unlawful or illegal business, use, ocpurposes deemed by County to be disreputable or hazardous, nor in such manner as to constitute a nuisance of any kind" nor for any purpose or in any way in violation of any present or future laws, rules, requirements, orders, directions, ordinances or regulations of the United States of America, state of Colorado, Eagle County or other municipal, governmental or lawful uotb*diy whatsoever having jurisdiction. (h) Sohlcaaoe ubu|l not do or to be done iuoc about the Leased Premises or bring nr keep anything thereon which will io any way increase the rate of fire insurance upon the Leased Premises. Sublessee otits sole expense abaU comply with any and all requirements pertaining to the Leased Premises o[ any insurance company necessary for the maintenance ofreasonable fire and public liability insurance covering the Leased Premises. kJ Sublessee shall use the Leased Premises for its offices alone and for on other purpose. (d) No hazardous substances or materials are allowed outhe Leased Premises. k6 No storage ot any items, garbage, chairs, tables, et . . . . may be o outside o[the and oo the Leased Premises. (f) No animals or pets are permitted on the Leased Premises. (s) Due $n fire risk, uo candles are permitted ou the Leased Premises. (h) Smoking is prohibited on the Leased Premises. 61) Use o[ the outside doors 0o the Leased Premises ia prohibited except for use aa emergency exits. (h Lu the event that combination locks are used muthe two (2>cxtcdordoors ��t��S��m�u�lk��m�b�oucn�mn���� � 'o��|�� such code tnoutbodzcd users o[the Leased Premises. ' 11. CUSTOMER SERVICE. In rendering its services, Sublessee shall comply with the highest standards of customer service to the public. Sublessee mboU. as part of�its train uugprogram, reflect these values and iodneach employee prior to ibco providing aerv�esou the Leased Premises. Sublessee shall maintain u close check its employees to ensure the maintenance of these high standards of customer service and professionalism, the performance of such obligation to be determined at the sole discretion ofCounty. In the event that County fiudmthese standards of customer service are not being met by the Oub|oamcc, County may teoninute this Agreement, in whole or in part, upon pnovidio�thirty (30) days' x/d�uunotice toSob\cmonc 12. INDEMNIFICATION. Sublessee agrees that its use uf the Leased Premises is at its own and sole risk. Suh\roaew hereby oz|cuaea CnouLy from liability for any costs, losses or damages of any nature whatsoever which Sublessee may suffer as a result of its use of the Leased Premises, except for willful misconduct of County. County shall not be liable for any loss, injury, death, oc damage in persons or property which o1 any time may bo suffered or sustained hy8ubiossscurbyuoyperaouvvbouayuiuuytboebuua/ or occupying or visiting the Leased Premises ocbo in, ouor about the same, vvbctbereuch loss, injury, duu1bordumugcahuUbecouaodbyoriouoyvvuynrmo\tfrucuorodaooutof any act, omission, or negligence of Sublessee or any occupant, visitor, or user of any portion of the Leased Premises, or shall result from or be caused by any other matter or thing whether of the same kind as or of a different kind than the matters or things xbnve set forth, and Sublessee shall indemnify County against the foregoing including but not limited to, all claims, liability, loss or damage whatsoever to any person on account of any such loss, injury, death orduo�uge. Sublessee hereby vvuivnmuUclaims ugoiog County for damages to the Leased Premises and any buildings und improvements that are now on or hereafter placed or built on the Leased Premises and to the property of Sublessee in, on, or about the Leased Premises and for injuries io persons *c property iu oc about the Louacd Pnrodmco, from any ansing at any time. lu the event County should be made u party to any litigation commenced hyur nguzu y\ 8uhioaoeo , 8ub|eomcc mbuU fully protect and hold County bucuieom and pay all � costs, expenses and reasonable a�ocueyfees bncuordor paid by County zuconnection with such litigation, to the extent allowed by law. Sublessee mhuU further indemnify County against all costs and expenses including attorney fees iudischarging the Leased Premises from any charge, lien or encumbrance or in obtaining possession after default of Sublessee or the termination of this Sublease /\�reeo�uut. 13. SURRENDER. Aide termination mf this Sublease Agreement, Sublessee shall surrender the Leased Premises and shall remove all improvements installed thereon and attached thereto and aboU restore the premises to its original condition, excepting normal wear and tear as shall be in accordance with the covenants contained herein. To the extent that any damage is caused to the Property by such removal, Sublessee shall repair such damage. 14, NOTICES. All notices, demands, oc other writings in this /\greenzoo1 provided tobe given, made or sent shall bc deemed (o have been fully given or made or sent when made in writing and deposited in the United States mail, certified and postage prepaid and addressed uwfollows: 4 SUBLESSOR: Eagle County County Attorney P.O. Box 850 Eagle, CO 81631 SUBLESSEE: Mountain Valley Developmental Services Bruce Christensen, Executive Director P.O. Box 338 Glenwood Springs, CO 81602 Phone: (970) 945 -2306 The address to which any notice, demand or other writing may be given or made or sent to any parry as above provided, may be changed by written notice given by such party as provided above. 15. MISCELLANEOUS PROVISIONS. (a) Compliance with Law. Sublessee agrees to observe all applicable laws and regulations, local, state or federal on the Leased Premises. Sublessee agrees not to discriminate based on race, religion, sex or national origin. (b) Sublessee Certification. Sublessee certifies that it has carefully read and understood every word of this Sublease Agreement and by signing this Sublease Agreement agrees to faithfully comply with its provisions. (c) All the recitals are hereby incorporated as set forth in the body of this Sublease Agreement. 16. LIENS. Sublessee shall have the duty to keep the Leased Premises free of liens. Sublessee shall keep all of the Leased Premises and every part thereof, and all buildings and other improvements at any time located thereon, free and clear of any and all mechanics', materialmens' and other liens for or arising out of or in connection with work or labor done, services performed, or materials or appliances used or furnished for or in connection with any operations of Sublessee, any alteration, improvements or repairs or additions which Sublessee may make or permit or cause to be made, or any work or construction by, for or permitted by Sublessee on or about the Leased Premises or any obligations of any kind incurred by Sublessee, and at all times promptly and fully to pay and discharge any and all claims on which any such lien may or could be based, and to indemnify County and the Leased Premises against all such liens and claims of liens and suits or other proceedings pertaining thereto. In the event of any work by Sublessee, County may post appropriate notices of non - responsibility. 17. ATTORNEY'S FEES. If any action at law or in equity shall be brought to recover any rent under this Sublease Agreement or for or on account of any breach of, or to enforce or interpret any of the covenants, terms or conditions of this Sublease Agreement or for the recovery of the possession of the Leased Premises, the prevailing party shall bo entitled to recover from the other party ao part o[the prevailing party's costs, reasonable attorney fe�t�m�u�nfw�b������t���a��� heozudeaPm1oFany judgment or decree rendered. 10. REMEDIES CUMULATIVE. All remedies herciubctbro and hereafter conferred on County shall be deemed cumulative, and no one remedy shall be exclusive n[ the other ncof any other remedy conferred bylaw. 19. INSURANCE. Sublessee shall utits expense maintain iu effect throughout the term of this Sublease Agreement general liability (including personal injury) ioanzuouo. Sublessee shall maintain such coverage in the minimum amounts of $150,000 per person, and $hOO,U0O per occurrence. Such policy shall name County amoo additional insured and shall he written iom form satisfactory to County. Sublessee shall deliver certificates of insurance to County upon County's request. Such policy must provide for twenty (20) days notice before the policy in question shall be altered or cancelled. 20. NOTICE OF DEFAULT. Sublessee shall not bc deemed tohe in default hereunder unless County shall first give to Sublessee ten (10) days written notice of such default, and Sublessee fails to cure such default within such ten (10) day period. ZD. TERMINATION. This Sublease Agreement may bo terminated upon the occurrence u[ any of the following: kJ Default of Sublessee Lnthe performance of its obligations hereunder; (h) Written notification hv either party that this Sobkumu Agreement will terminate for any reason whatsoever, with or without cause, specifying the date of termination. Said termination date shall be no sooner than thirty (30) days from the date of notification. lJonu tbeuouckmbnno[tbi Sublease k/ pursuant Seut�xn2lor ' expiration tdb atutcd��oo �ubi�ao��abu)ip�uosab|veurroudertbcLcaaod pocmzaottnczp uo � , , � ��oom�C��,�dC���wnoc��yL�n��y�b�pi�mn,may, without further notice, peaceably reenter the Leased Premises and take control ofthe ounze. No such termination o{ this Sublease Agreement shall relieve Suhloxsee`nliabiUty and obligations under this Sublease Agreement. 22. WAIVER. One or more waivers of any covenant or condition hv County shall not he construed uuu waiver nfu subsequent breach of the same or any other covenant or condition, and the consent or approval by County to or of any act by Sublessee requiring Couoty`aoonuoutoropynovuloballootbedcomedtovruiveocruudsr unnecessary County's consent or approval to ornfany subsequent similar act hy Sublessee. No waiver of any provision of this Sublease Agreement shall be effective unless it is in writing and signed by County. 23. PARTIES BOUND. The covenants and conditions herein contained shall. uonk/tu and bind the heirs, successors, executors, administrators, and assigns o[ all ofthe parties hereto. 1 ����OF��R�P�0E���.�o����oc pnoonocmshall btbinding upon the parties k` this Sublease Agreement except those promises and contained herein ocio some future writing executed 6vthe 25. SECTION HEADINGS. Section in this Sublease Agreement are bz� U mdcdfbcuoovcuisuo�onk/oudubaontboiokoubntououokicradouio the construction or interpretation of this Sublease Agreement oz any nf its provisions. 26. APPLICABLE LAW. This Sublease Agreement shall bn construed and interpreted in accordance with the laws of the State of Colorado and venue for any action hereunder shall boiu the courts of Eagle County. 27. ACKNOWLEDGMENT AND SUPPORT OF ERWSD^S ADJOINING 00DCS, Sublessee expressly acknowledges that II}lVV3D uses adjoining property ama wastewater treatment plant, and recognizes tbatdompi(cE8WSD`wbemtefKodmkz minimize the emission of any odors, such odors are occasionally an inherent part of uoonul operations of wastewater treatment plant. Sublessee agrees to make ocua000b|o c[k/da to disseminate information to all occupants o[ the l.oum�d �r�nuiaem regarding the potential for the emission ofodors from IIRW8l)`x wastewater treatment plant and Sublessee's express acceptance of such occurrences and affirmative desire to enter into this Sublease Agreement fully aware of those occurrences. In the event any members of the public overtly criticize ERW9I] for such odors uo the odors relate to 3ub{oaaec`o Leased Premises, Sublessee agrees to cooperate with ERWSD in making any public statements (5BVV8D deems necessary. 28. ADDITIONAL INDEMN8FDCATUKDN' lu addition to the general indemnification and insurance requirements provided under Sections 12 and 1Vofthis Sublease Agreement, to the extent allowable bylaw, Sublessee agrees to indemnify and hold County and f�R\�SlJ buonlcmm against any and oU oiabua, loss, damage, orU ' liability brought or incurred by000upuubofthe Pnope�Y,orrc|utndpersous, bnrnany cnniaaionofodors bvou}Illl�S{�`m vvoutcvvutecbzaUocutplant. resulting IN WITNESS WHEREOF the parties have executed this Sublease Agreement on the day first written above. ATTEST: n� of County Commissioners SUBLESSOR: COUNTY OF EAGLE, STATE OF COLORADO, By and Through Its BOARD OF COUXT-.,Y CO 11.1 / / /-� Runyon, Chairman SUBLESSEE: MOUNTAIN VALLEY DEVELOPMENTAL SERVICES, a Colorado nonprofit Corporation B E 0 v- Title: rs VE gg7o—' HHS Edwards Annex MAIN ENTRANCE CONSENT AND APPROVAL Eagle River Water & Sanitation District, a quasi - municipal corporation, hereby consents to and approves the Sublease from County of Eagle, State of Colorado to Mountain Valley Developmental Services. EAGLE RIVER WATER & SANITATION DISTRICT Dennis Gelvin, General Manager STATE OF COLORADO) )ss. COUNTY OF ) The foregoing Consent and Approval was acknowledged before me this day of , 2006, by DENNIS GELVIN as General Manager of Eagle River Water & Sanitation District. Witness my hand and official seal. My commission expires: E Notary Public EXHIBIT A tract of land located in the Southwest % of Section 31, Township 4 South, Range 82 West of the 6th P.M., of Eagle County, Colorado, being more particularly described as follows: A part of Parcel A of the Eagle Crest Filing No. 1 amended map, a subdivision on record with the Eagle County Clerk & Recorder being further described as follows: Considering the west line of the Southwest t/ of said Section 31 as bearing N 00 degrees 10' 23" E and with all bearings contained herein relative thereto: Commencing at the Southwest corner of said Section 31; thence, along the said west line N 00 degrees 10'23" E, 645.00 feet to the True Point of Beginning. Thence, 436.22 feet along the arc of a non - tangent curve to the left, with a central angle of 10 degrees 13 "11" radius of 2445.61 feet, and whose long chord bears N78 degrees 21'23" E, 43.564 feet; thence, along an existing fence line N 73 degrees 15'18" E, 398.00 feet to the east line of the said parcel A of the Eagle Crest Filing No.l subdivision; thence along the said east line S 25 degrees 34'06" W 442.14 feet; thence, along the south line of said parcel N 73 degrees 52'54" W, 642.29 feet to the aforesaid west line of the Southwest % of Section 31; thence along the said west line N 00 degrees 10'23" E' 18.00 feet to the True Point of Beginning. The above described tract contains 3.14 acres.