HomeMy WebLinkAboutC09-435 Assignment of Lease Eagle County School District ASSIGNMENT OF LEASE
This Agreement is made and entered into by County of Eagle, Colorado, a
political subdivision of the State of Colorado whose principal business office is located at
500 Broadway, Eagle, Colorado ("Assignor") and the Eagle County School District, by
and through its Board of Education ("Assignee").
WHEREAS, Assignor has entered into a Commercial Lease Agreement with
Gypsum Capital Partners LLC, a Colorado limited liability company whose principal
business office is located at 94 Market Street, Suite 203, P.O. Box 2227, Eagle, Colorado
81631 ("Landlord") dated May 28, 2008 (the "Lease"), which Lease is attached to this
Agreement as Exhibit "A" and incorporated herein, for the lease of Units 1A, I B, and 1F
of the Gypsum Retail and Commercial Center located at 500 Red Table Drive, Gypsum,
Colorado 81637 to be used as a licensed day-care center (the "Premises").
WHEREAS, Assignor desires to assign to the Assignee all of its rights and
obligations pursuant to the provisions of the Lease, subject to the provisions of this
Agreement; and
WHEREAS, Assignee desires that Assignor assign to Assignee all such rights and
obligations as more fully set forth herein.
NOW THEREFORE, in consideration of the mutual covenants contained herein,
and for other good and valuable consideration, the receipt and sufficiency of which is
hereby acknowledged, the parties hereto agree as follows:
1. Assignor hereby assigns and conveys to Assignee, and the Assignee herby
accepts and assumes from Assignor, all of Assignor's rights and obligations
pursuant to the provisions of the Lease. Assignee further agrees that from the
date of this Assignment, it shall perform, observe, pay and discharge each and
Assignor every g ncoorvreenpanr represents s e ta, warrants a o n n t d s t nA Assignee n obligation o w f the : Assignor under the
Lease.
2.
a. Assignor has not heretofore assigned, transferred, or encumbered any or
all of its rights and obligations pursuant to the provisions of the Lease.
b. The Lease has not been amended or otherwise modified in any manner and
is in full force and effect.
c. Assignor has the right and authority to assign the Lease pursuant to the
Landlord's Acknowledgment of Consent, attached hereto as Exhibit "B"
and incorporated herein by this reference.
3. Assignee hereby covenants and agrees as follows:
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a. Assignee agrees to satisfy all obligations as Tenant under the Lease and to
take no action which would be in conflict with the terms and intent of the
Lease.
b. Assignee acknowledges and agrees that it has reviewed and accepted the
Lease and has accepted all other aspects of the Premises as they exist on
the date of this Assignment. Assignee acknowledges that, in entering into
this Agreement, Assignee has not relied on any representation, statement, or
warranty of Assignor, or anyone acting for or on behalf of Assignor, other
than as expressly contained in this Agreement, and that all matters
concerning the Lease and the Premises and the feasibility of any proposed
uses for the Premises have been independently verified by Assignee.
4. Assignor and Assignee shall jointly notify Landlord of the Assignment of
Lease by Assignor to Assignee.
5. This Assignment shall be governed under the laws of the State of Colorado.
Venue for any action concerning this Assignment shall be in Eagle County,
Colorado.
6. This Agreement may be executed in counterparts, which when taken together,
shall constitute the entire Agreement.
IN WITNESS WHEREOF, the parties hereto have executed this Agreement
on the k day of j\KA...btt-.0- 2009. One counterpart each has been
delivered to the District and County.
COUNTY OF EAGLE, STATE OF COLORADO,
by and through its Board of County Commissioners
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ATTEST: tORI t &duo._
- iv 4 * Sara J. Fisher, airman
C erk to the t oard
DK-Olu i
EAGLE COUNTY SCHOOL DISTRICT,
by and th .ugh its Board of Directors
\ EST:
By
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'err to the Board Print # e: (
Title:
COMMERCIAL LEASE
THIS COMMERCIAL LEASE (this "Lease "), dated as of May 28 2008
( "Effective Date "), is by and between Gypsum Capital Partners LLC, a Colorado limited
liability company whose principal business office is located at 94 Market Street, Suite
203, P. O. Box 2227, Eagle, Colorado 81631 ( "Landlord "), and County of Eagle
Colorado, a political subdivision of the State of Colorado whose principal business office
is located at 500 Broadway, Eagle, Colorado ( "Tenant").
The purpose and intent of this Lease is to define and set forth the terms and
conditions under which Landlord shall lease to Tenant the real property identified and
described below in this Lease. The parties desire that this Lease be interpreted as
broadly as possible to achieve its stated purpose and intent.
RECITALS
WHEREAS, Tenant desites to lease from Landlord the real property
described below in this Lease pursuant to and subject to the terms and conditions
contained in this Lease; and
WHEREAS, Landlord is willing to lease to Tenant the real property
described below in this Lease pursuant to and subject to the terms and conditions
contained in this Lease;
NOW THEREFORE, in consideration of the terms, conditions, mutual covenants,
promises, undertakings, burdens and benefits contained in this Lease, and for other
valuable consideration, the receipt and sufficiency of which is acknowledged by each
party, Landlord and Tenant agree as follows:
LEASE
1. Demise of Premises. Landlord leases to Tenant, and Tenant leases from
Landlord, a portion of the real property owned by Landlord known as the Gypsum Retail
and Commercial Center located at 500 Red Table Drive, Gypsum, Eagle County,
Colorado 81637 (the "Gypsum Center) described as Units 1A, 1B, and 1F (consisting of
approximately 4178 square feet of the Gypsum Center (the "Premises ").
2. Term and Option.
a. Term. This Lease shall be effective from February 1, 2008 and shall
terminate at 2400 hours on May 31 2011, unless sooner terminated or extended in
accordance with the terms of this Lease. The Lease shall automatically extend for two
(2) additional Lease Years commencing the day immediately following the expiration of
the current term unless Tenant notifies Landlord in writing not later than ninety (90) days
prior to the expiration of the current term of its decision to terminate this Lease. This five
year period shall be referred to as the Initial Term.
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b. Option to Extend the Initial Term. Landlord grants to Tenant an option to
extend the Initial Term of this Lease for five separate and successive one (1) year terms,
commencing at 0001 hours on June 1' 2013 (the "Option Terms "), which Tenant may oa
exercise only if Tenant delivers notice to Landlord of Tenant's exercise of the option not -
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less than ninety (90) days prior to the expiration of the Initial Term or any successive
Option Term, whichever is applicable, only if Tenant is not in material default of this
Lease (as described in Section 23 of this Lease) at the time Tenant exercises the option.
In the event Tenant exercises its option in conformity with the requirements of this
paragraph, all terms and conditions of this Lease shall remain if full force and effect
during the Option Term.
c. TABOR. Notwithstanding anything to the contrary contained in this
Agreement, no charges shall be made to Tenant nor shall any payment be made to
Landlord for any rental amounts in each annual term, without the written approval of the
County in accordance with a budget adopted by the Board of County Commissioners in
accordance with the provisions of Article 25 of Title 30 of the Colorado Revised Statues
and the Local Govemment Budget Law (C.R.S 29-1 -101 et seq.).
3. Rent for the Initial Term and the Option Term.
a. General Provisions with respect to Rent.
i. Unless specifically set forth otherwise in this Lease, all Rent shall
be paid without notice, demand, set -off or deduction, in lawful money of the United
States of America, at the address of Landlord set forth in the first paragraph of this
Lease or at such other place as Landlord may from time to time designate by notice to
Tenant. Payment for utilities that are separately metered shall be made directly to the
company providing the service, and payment for utilities that are not separately metered
shall be made to Landlord on or before fifteen (15) days following Tenant's receipt of
Landlord's invoice for such utilities.
ii. Installments of Rent shall not be deemed paid until received by
Landlord. In the event any check is returned unpaid to Landlord for any reason, the
installment(s) of Rent for such month(s) shall not be deemed to have been paid until
Landlord receives and accepts from Tenant cash or certified funds payable to the order
of Landlord in an amount sufficient to cover'the delinquent installment(s) plus all interest,
late fees and any other charges to which Landlord is entitled under this Lease, including
without limitation Landlord's reasonable attomey's fees incurred with respect to the late
payment. Nothing in this paragraph shall be interpreted to require Landlord to accept a
late payment when Tenant is in material default of this Lease if Landlord has exercised
or desires to exercise any of its rights contained in this Lease for Tenant's material
default of or under this Lease.
iii. All installments of Rent shall be due and payable on the first day
of each month and shall be delinquent if not received by Landlord on or before the fifth of
the month in which such installment is due. Delinquent Rent shall subject to a late
payment fee of five percent (5 %) of the amount of the payment plus interest on the
unpaid portion of the payment at the rate of twelve percent (12 %) per annum from and
after the fifth day of the month in which such payment was due until paid in full. If any
installment of Rent is not paid by the fifteenth (15 of the month in which it is due,
Tenant shall be deemed to be in material default of this Lease.
b. Lease Year. As used in this Lease, a "Lease Year shall be defined as
follows:
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i. For the first year of the Initial Term of this Lease: the period
beginning at 0001 hours on February 1, 2008 and ending at 2400 hours on May 31
2009;
ii. For all other years of the Initial Term of this Lease: the twelve (12)
month period beginning at 0001 hours on the next day following the expiration of the
preceding Lease Year and ending at 2400 hours on May 31 of the following year
iii. For the first year of the Option Term of this Lease, if exercised: the
period beginning at 0001 hours on June 1 2013 and ending at 2400 hours on May 31
, 2014; and
iv. For all other years of the Option Term of this Lease, if exercised:
the twelve (12) month period beginning at 0001 hours on the next day following the
expiration of the preceding Lease Year and ending at 2400 hours on May 31'` of the
following year.
c. Rent for the Initial Term and Option Term (if exercised):
L Rent for the first Lease Year shall be One Hundred Twelve
Thousand and no /100 Dollars ($112,000.00) payable in monthly installments of Seven
Thousand and no/100 Dollars ($7,000.00): For purposes of this Lease, the first Lease
Year shall be deemed to be the period beginning February 1, 2008 and ending with the
May, 2009, monthly installment.
ii. Rent for the second Lease Year shall be Eighty Seven Thousand
Three Hundred and Sixty and no/100 Dollars ($87,360.00) payable in monthly
installments of Seven Thousand Two Hundred Eighty and 00/100 Dollars ($7,280.00)
beginning with the June, 2009, monthly installment and ending with the May, 2010,
monthly installment.
iii. Rent for the third Lease Year shall be Ninety Thousand Eight
Hundred Fifty Four and 00 /100 Dollars ($90,854.00) payable in monthly installments of
Seven Thousand Five Hundred Seventy -One and 16/100 Dollars ($7,571.16) beginning
with the June, 2010, monthly installment and ending with the May, 2011, monthly
installment.
iv. Rent for the fourth Lease Year shall be Ninety Four Thousand
Four Hundred Eighty-Nine and no/100 Dollars ($94,489.00) payable in monthly
installments of Seven Thousand Eight Hundred Seventy -Four and 08/100 Dollars
($7,874.08) beginning with the June, 2011, monthly installment and ending with the May,
2012, monthly installment.
v. Rent for the fifth Lease Year shall be One Hundred Two Thousand
and no /100 Dollars ($102,000.00) payable in monthly installments of Eight Thousand
Five Hundred and 00/100 Dollars ($8,500.00) beginning with the June, 2012, monthly
installment and ending with the May, 2013, monthly installment.
vi. Rent for the first Lease Year of the Option Term, if the option is
validly exercised by Tenant, shall be One Hundred Seven Thousand One Hundred and
no /100 Dollars ($107,100.00) payable in monthly installments of Eight Thousand Nine
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Hundred Twenty Five and no/100 Dollars ($8,925.00) beginning with the June, 2013,
monthly installment and ending with the May, 2014, monthly installment.
vii. Rent for the second Lease Year of the Option Term, if the option
has been validly exercised by Tenant, shall be One Hundred Twelve Thousand Five
Hundred and no/100 Dollars ($112,500.00) payable in monthly installments of Nine
Thousand Three Hundred Seventy Five and 00/100 Dollars ($9,375.00) beginning with
the June, 2014, monthly installment and ending with the May, 2015, monthly installment.
viii. Rent for the third Lease Year of the Option Term, if the option has
been validly exercised by Tenant, shall be One Hundred Seventeen Thousand Nine
Hundred and no/100 Dollars ($117,900.00) payable in monthly installments of Nine
Thousand Eight Hundred Twenty Five and 00/100 Dollars ($9,825.00) beginning with the
June, 2015, monthly installment and ending with the May, 2016, monthly installment.
ix. Rent for the fourth Lease Year of the Option Term, if the option
has been validly exercised by Tenant, shall be One Hundred Twenty Two Thousand
Sevent Hundred and no /100 Dollars ($122,700.00) payable in monthly installments of
Ten Thousand Two Hundred Twenty Five and 00/100 Dollars ($10,225,00) beginning
with the June, 2016, monthly installment and ending with the May, 2017, monthly
installment.
x. Rent for the fifth Lease Year of the Option Term, if the option has
been validly exercised by Tenant, shall be One Hundred Thirty Thousand Two Hundred
and no/100 Dollars ($130,200.00) payable in monthly installments of Ten Thousand
Eight Hundred Fifty and 00/100 Dollars ($10,850.00) beginning with the June, 2017,
monthly installment and ending with the May, 2018, monthly installment.
4. Tenant's Personal Property Taxes. Tenant shall pay before delinquency any and
all taxes, assessments, license taxes, fees and other charges levied, assessed or
imposed and which become payable during the Initial Temi and/or Option Term of this
Lease upon Tenant's operations at, occupancy of or conduct of business at the
Premises or upon Tenant's leasehold improvements, equipment, inventory, furniture,
appliances, trade fixtures and any other personal property of any kind installed by
Tenant or located at the Premises. Landlord shall be responsible for payment of all
other taxes, including real property taxes levied on the Gypsum Center and/or the
Premises.
5. Use of the Premises and the Common Areas of the Gypsum Center.
a. Use. Tenant shall use and occupy the Premises solely for a licensed
days care and day care- related activities and events. Any other use or occupancy of
the Premises shall require the advance written consent of Landlord, which consent shall
not be unreasonably withheld, conditioned or delayed.
b. Compliance with Law and Applicable Regulations. Tenant shall use the
Premises in a careful, safe and proper manner and shall not use the Premises, or permit
the Premises to be used, for any purposes prohibited by any reasonable rules and
regulations of the Gypsum Center or its Association, if applicable, or by any federal,
state, county or municipal law, ordinance, rule, regulation or code applicable to the
Premises. Tenant shall not use the Premises, or permit all or any part of the Premises
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to be used, in any immoral, illegal, lewd, objectionable or offensive manner or for any
such purposes. Further, Tenant at its sole expense shall comply with all reasonable,
non - discriminatory and uniformly applied (to similarly situated tenants) rules, regulations
and lawful directions or orders of the Gypsum Center and/or its Association, of which
Tenant has notice and as applicable, and with the laws, ordinances, rules and
regulations of all federal, state, county and municipal authorities, and with any direction
of any officer or officers thereof, which imposes any violation, order or duty with respect
to the Premises; or the use, condition or occupation thereof; provided, however, such
violation, order or duty with respect to the Premises is not a result of Landlord's
noncompliance with same. In the event of a conflict between Landlord's rules and
regulations and the terms of this Lease, the terms of this Lease shall govem.
c. Use of the Common Areas of the Gypsum Center. Subject to any
reasonable rules and regulations of Landlord and/or the Gypsum Center or its
Association, of which Tenant has notice, in effect on the Effective Date or promulgated
at any time thereafter, and subject to Landlord's right of entry and inspection as
contained in this Lease, Tenant shall have the exclusive use of the leased premises of
the Gypsum Center. Further, subject to any reasonable rules and regulations of Landlord
and/or the Gypsum Center or its Association, of which Tenant has notice, in effect on the
Effective Date or promulgated at any time thereafter, Tenant shall have the non -
exclusive use and enjoyment of all Common Areas of the Gypsum Center (except the
parking areas, which are covered below in this Lease) necessary and/or proper for
Tenant to use the Premises for the purposes specified above in this Lease. Tenant shall
be solely responsible at its own cost and expense for all maintenance, cleaning, repair
and replacement of areas within the leased premises. Further, in the event of damage
or excessive, unreasonable trash, refuse, Butter or mess to or in the Common Areas of
the Gypsum Center (other than the second floor or the parking areas) caused (or for
which there is reasonable evidence that such damage or other things were caused) by
Tenant or Tenant's staff, employees, agents, guests and/or invitees, Tenant shall
reimburse Landlord upon receipt of an invoice therefore, for a reasonable amount
necessary to repair such damage or to clean up such excessive, unreasonable trash,
refuse, clutter or mess. The reasonable amount of such repair or clean up shall be
• determined by Landlord in its sole reasonable discretion, and any dispute shall be
resolved by arbitration under the rules of the American Arbitration Association. In any
such action, the prevailing party shall be awarded (from and against the non - prevailing
party) such party's costs, reasonable expenses and reasonable attomey's fees incurred
or expended in such action.
The "Common Areas" identified in this section shall include the sidewalks,
driveways (excluding the parking spaces), loading platforms, roofs, canopies, shelters,
landscaped areas, service drives, hallways, elevators that service more than one tenant
and all other facilities available for common use, all as they may from time to time exist
and be available to tenants in the Gypsum Center, their employees, agents, customers
licensees and invitees. Except in an emergency or for short periods necessary for repair
and maintenance purposes, Landlord shall not materially and adversely affect ingress
and egress to the Premises, the visibility of Tenant's signage, if any, or Tenant's use and
enjoyment of the Premises.
• Parking. As part of the Rent, Landlord shall provide to Tenant seven (7)
assigned parking spaces at the Gypsum Center for use exdusively by
Tenant and Tenant's staff, employees, agents, guests and/or invitees.
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Tenant at its own cost and expense shall post signs on such parking
spaces designating such exclusive use. Tenant's use of the parking
areas shall be subject to any rules and regulations of Landlord and/or the
Gypsum Center or its Association, of which Tenant has notice. Landlord
shall be responsible for all maintenance, repair and replacement of the
parking areas (including the parking spaces), including without limitation
snow removal and storage, but if Tenant or Tenant's staff, employees,
agents, guests and/or invitees create or cause excessive trash or refuse
in the parking areas, or if such persons cause damage to any part of the
parking areas, Tenant shall be responsible to reimburse Landlord upon
within fifteen (15) days following receipt of an invoice therefore for the
total actual cost to repair or replace such damage, trash pickup or
cleanup. Tenant acknowledges and agrees that the reasonable rules and
regulations, of which Tenant has notice, applicable to the parking areas
may provide Landlord with the power and authority to tow and store
vehicles (at the owner's cost and expense) that are parked in violation of
such rules and regulations.
6. Quiet Enioyment. Provided that Tenant is not in material default of this lease (as
provided in Section 23 of this Lease, Landlord covenants and agrees with Tenant that
Landlord shall not disturb Tenant's peaceable and quiet enjoyment of the Premises.
Landlord represents and warrants that Tenant's intended use of the Premises does not
violate any applicable law or regulation. Landlord further represents and warrants that
Landlord has the full right and power to execute and perform this Lease and to grant the
estate demised in this Lease.
7. Signs. Subject to Landlord's advance written consent and approval, which
consent and approval shall not be unreasonably withheld, conditioned or delayed, and
subject to all rules, regulations, ordinances and directives of any governmental agency
having jurisdiction over the Gypsum Center and/or the Premises, Tenant at Tenant's
sole cost and expense may install, place, inscribe, paint or otherwise attach any sign,
advertisement or notice on any part of the outside of the Premises and/or the Gypsum
Center, or on any part of the inside of the Premises which is visible from outside of the
Premises. Tenant promises and agrees to remove all such signs, advertisements and /or
notice upon the expiration of the Initial Term or Option Term (if applicable), or upon
termination of this Lease for any reason, and to retum the outside of the Gypsum Center
and/or the Premises where such signs were located to the same condition, reasonable
wear and tear excepted, as existed before Tenant's installation, creation or placement of
such signs, advertisements or notices, all at Tenant's sole cost and expense.
8. Landlord's Right of Entry. Landlord and its agents shall have the right to enter
the Premises during normal business hours after reasonable advance notice to Tenant
by telephone or otherwise (except that no advance notice will be required in emergency
circumstances) to examine the Premises, to show the Premises to prospective
purchasers or, within the last six (6) months of the Lease, prospective lessees, and to
make and perform such maintenance, repairs or improvements as Landlord may be
required to perform under this Lease for the safety, improvement or preservation of the
Premises. Landlord shall have the right from time to time to install, maintain, use, repair
and replace utility lines, unexposed pipes, ducts, conduits and wires in and through the
Premises provided that they are concealed within the walls, floor or ceiling whenever
practicable and further provided that they do not materially and adversely interfere with
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Tenant's use and enjoyment of the Premises for its permitted use. Landlord shall also
be allowed to bring and keep upon the Premises for a reasonable period of time in
connection with the performance of any maintenance, repairs or improvements all
necessary materials, supplies and equipment so long as such items do not materially
interfere with Tenant's permitted use of the Premises. Landlord shall enter so as to
minimize interference with Tenant's use and enjoyment of the Premises.
9. Alterations by Tenant and Tenant Improvements. Subject to Landlord's prior
written consent and approval, which consent and approval shall not be unreasonably
withheld, conditioned or delayed, Tenant at its sole cost and expense shall be entitled to
make alterations, additions and/or improvements in or to the interior of the Premises. All
such work shall be performed in a good and workmanlike manner, and in full compliance
with all codes, ordinances, rules, regulations and directives of all govemmental agencies
having jurisdiction over the Premises and/or the Gypsum Center. Tenant shall have
access to the Premises prior to the Effective Date for the purpose of constructing its
improvements to the Premises. Tenant acknowledges and agrees that all alterations
and improvements made by Tenant in, on or at the Premises and/or the Gypsum Center,
except trade fixtures, shall become the property of Landlord upon the expiration of the
Initial Term or the Option Term (if applicable) or upon termination of this Lease for any
reason. Tenant may remove trade fixtures belonging to Tenant provided that any
damage or injury caused to the Premises by reason of such removal shall be repaired by
Tenant at its sole cost and expense. During the time any alterations or Tenant
improvements are being constructed by Tenant, Tenant shall carry builder's risk
insurance, public liability insurance and workmen's compensation insurance in such
amounts as are reasonably required by Landlord, provided, however, that the same shall
not be in excess of the rates required by landlords of similar structures in the
surrounding geographic area, and Landlord shall be an additional named insured under
such policies. Tenant shall deliver copies of insurance certificates evidencing such
coverage to Landlord.
10. Maintenance and Repairs. Subject to the provisions of Paragraph 5.c above,
and except as otherwise provided in this Lease, Landlord shall, at its sole cost and
expense, maintain the. Gypsum Center in good and operable condition and repair,
including without limitation all maintenance, repair and or replacement reasonably
necessary to the exterior of the building on the property, all exterior surfaces, the roof,
any doors, windows, heating, ventilation and air - conditioning systems, plumbing, pipes,
electrical wiring and conduits, parking areas, walkways, access drives, driveways,
landscaping, exterior lighting, utility lines and foundations on or about the Gypsum
Center. Notwithstanding the foregoing, in the event any damage occurs to any part of
the Gypsum Center or the Premises as a result of or arising from any act, accident,
negligence or willful misconduct on the part of Tenant or any of Tenant's staff,
employees, agents, guests and/or invitees, Tenant shall be responsible and liable to
Landlord for the full cost and expense attributable to such act, accident, negligence or
willful misconduct to maintain, repair or replace such damage to the condition as existed
prior to such damage, and Tenant promises and agrees to promptly reimburse Landlord
for any such cost or expense promptly within thirty (30) days following receipt of an
invoice from Landlord.
11. Liens. Tenant covenants and agrees not to permit, and to cause to be promptly
removed and released, or to bond over, any mechanic's, materialman's or other lien on
account of supplies, machinery, tools, equipment, labor or material furnished to or used
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in connection with the construction, alteration, improvement, addition to or repair of the
Premises by, through or under Tenant. If any lien is filed or recorded against the
Premises and/or the Gypsum Center, or if any action affecting title to the Premises
and/or the Gypsum Center is commenced, Tenant shall, upon receipt of notice of such
lien or action, give prompt written notice of the lien and/or action to Landlord. Tenant
shall then cause any such lien to be removed of record within fifteen (15) days after the
notice of the filing of the lien; however, Tenant shall have the right to contest, in good
faith and with reasonable diligence, the validity of any such lien or claimed lien, on the
condition that: (a) Tenant gives to Landlord such security as may be reasonably
requested by Landlord to insure the payment of any amounts claimed, including interest
and costs, and to prevent any sale, foreclosure or forfeiture of any interest in the
Premises or the Gypsum Center on account of any such lien, and (b) on final
determination of the lien or claim for lien, Tenant immediately pays any judgment
rendered, with interest and costs, and will cause the lien to be released and any
judgment satisfied. Failure to have any lien on the Property released or bonded over
within thirty (30) days of the Tenant's receipt of notice of such filing shall constitute a
material default under which Landlord may exercise any of its remedies under this Lease
or the law.
12. Damage or Destruction. If the Premises and/or the Gypsum Center is damaged
or destroyed by fire or other casualty (`Damage°), Landlord shall, within thirty (30) days
of the occurrence of such Damage, commence in good faith and with reasonable
diligence to repair or rebuild the Premises and/or the Gypsum Center to its/their
condition immediately prior to such Damage and shall complete same within a
reasonable time thereafter. In the event Landlord has not commenced to so repair or
rebuild the Premises and/or the Gypsum Center after the occurrence of Damage and
after Tenant has given Landlord thirty (30) days written notice to undertake appropriate
repairs, Tenant may terminate this Lease, in which event the parties shall be released
from any further liability provided that Tenant has paid all Rent and other sums due to
Landlord under this Lease up to and including the date of termination. In the event the
insurance proceeds are insufficient to cover the costs of the repairs or rebuilding, the
excess costs shall be borne by Landlord. In the event the repair or rebuilding of the
Premises and/or the Gypsum Center has not been completed by Landlord within a
period of ninety (90) days from the date of the Damage, Tenant may, at its option,
terminate the lease, in which event the parties shall be released from any further liability
provided that Tenant has paid all Rent and other sums due to Landlord under this Lease
up to and including the date of termination. During any period that the damage or
destruction is such as to render the use of the Premises impractical or impossible, as
reasonably determined by Landlord, the Rent and other charges payable by Tenant shall
for such period shall abate.
13. Condemnation. If any portion of or interest in the Premises is permanently or
temporarily taken under any right of eminent domain or any transfer in lieu thereof (a
"Taking "), and such Taking renders the Premises materially unsuitable for Tenant's use
in the reasonable judgment of Landlord and Tenant, Tenant may terminate this Lease by
notice to Landlord within thirty (30) days after such Taking, in which event the parties
shall be released from any further liability provided that Tenant has paid all Rent and
other sums due to Landlord under this Lease up to and including the date of termination.
Nothing contained in this paragraph shall prevent Landlord and Tenant from prosecuting
claims in any condemnation proceedings for the values of their respective interest, and
Tenant shall have the exclusive right to claim any proceeds for the taking of Tenant's
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trade fixtures, equipment or personal property and/or for Tenant's relocation expenses
and/or for Tenant's goodwill.
14. Insurance. From the Effective Date and continuing throughout the Initial Term
and Option Term (if applicable), Tenant shall maintain the following insurance on the
Premises, naming Landlord as an additional insured: (a) commercial general liability
insurance and property damage insurance in the amount of not less than $2,000,000.00
for property damage or bodily injury or death of any one person and $2,000,000.00 for
any one occurrence, and (b) fire and extended coverage insurance in an amount equal
to the full replacement cost of any improvements constructed by Tenant in the Premises.
Upon notice from Landlord, Tenant shall deliver to Landlord a certificate from its insurer
declaring such insurance to be in full force and effect.
15. Indemnification.
a. Landlord agrees to indemnify and hold harmless Tenant, and each of
Tenant's officers, directors, managers, staff, and employees, from and against any and
all claims, demands, liabilities and expenses, including without limitation, reasonable
attomeys' fees and litigation expenses, arising out of or resulting from: (1) the gross
negligence or willful misconduct of Landlord or any of its managers, members, agents,
employees or contractors occurring on the Premises or at the Gypsum Center except to
the extent caused by the negligence, gross negligence and/or willful misconduct of
Tenant, or any of Tenant's officers, directors, managers, staff, and/or employees; and (ii)
the presence of hazardous substances or materials (as defined by applicable federal,
state or local laws or ordinances addressing such substances) brought into or stored on
or at the Gypsum Center by Landlord, except to the extent such injury or damage from
such hazardous substances is caused by the negligence, gross negligence and/or willful
misconduct of Tenant, or any of Tenant's officers, directors, managers, staff, and
employees. In the event of any action or proceeding covered by this paragraph against
an indemnified party, Landlord shall defend the same at Landlord's expense with
counsel selected by Landlord and reasonably acceptable to Tenant.
b. So long as Eagle County is the Tenant and to the extent allowed by law,
Tenant agrees to indemnify and hold harmless Landlord, and each of Landlord's
members, managers, employees, agents, contractors, successors and assigns, from
and against any and all claims, demands, liabilities and expenses, including without
limitation, reasonable attorneys' fees and litigation expenses, arising out of or resulting
from: (i) Tenant's work and/or the provision of labor and materials on, at or to the
Premises prior to the Effective Date of this Lease or at any time thereafter, (ii) the gross
negligence or willful misconduct of Tenant or any of its officers, directors, managers,
staff, and employees, occurring on the Premises or at the Gypsum Center except to the
extent caused by the negligence, gross negligence andlor willful misconduct of Landlord,
or any of Landlord's members, managers, employees, agents, contractors, successors
and assigns; and (iii) the presence of hazardous substances or materials (as defined by
applicable federal, state or local laws or ordinances addressing such substances)
brought into or stored on or at the Premises or the Gypsum Center by Tenant or any of
Tenant's officers, directors, managers, staff, or employees except to the extent such
injury or damage from such hazardous substances is caused by the negligence, gross
negligence and/or willful misconduct of Landlord, or any of Landlord's members,
managers, employees, agents, contractors, successors and/or assigns. In the event of
any action or proceeding covered by this paragraph against an indemnified party, Tenant
{00135240 / 1f
shall defend the same at Tenant's expense with counsel selected by Tenant and
reasonably acceptable to Landlord.
c. In the event of an assignment or sublease to an independent day care
operator as provided for in Section 17 herein, said assignee or sublessee shall indemnify
Landlord directly through a separate agreement in a form acceptable to Landlord and
substantially similar to the indemnifications contained herein. Upon such separate
indemnification, the County's indemnification rights and obligations set forth herein shall
terminate and Landlord's sole and exclusive remedies as they releate to this Section 15
will be against the assignee or sublessee. Nothing hereing shall be deemed a waiver of
any rights or obligations as between Landlord and County as to claims accruing prior to
the execution of a separate indemnification by an assigness or sublessee.
16. No Liability to the Extent of Insurance and Waiver of Subrogation. Except to the
extent of any insurance deductible, Landlord and Tenant release each other and their
respective authorized representatives from any claims for damage to the Premises, the
fixtures, personal property and improvements and alterations of either Landlord or
Tenant in, on or to the Premises that are caused by or result from a risk actually insured
against pursuant to the requirements of this Lease. Landlord and Tenant shall cause
each insurance policy obtained by them to provide that the insurance company waives
all right of recovery by way of subrogation against either party in connection with any
damage covered by the policy.
If any insurance policy cannot be obtained with a waiver of subrogation, or is
obtainable only by the payment of an additional premium charge above the premium
charged by insurance companies issuing policies without a waiver of subrogation, the
party undertaking to obtain the insurance shall notify the other party of this fact. The
other party shall have a period of ten (10) days after receiving such notice either to place
the insurance with a company that is reasonably satisfactory to the notifying party and
that will carry the insurance with a waiver of subrogation, or to agree to pay one -half of
the additional premium if such a policy is obtainable at additional cost. If the insurance
cannot be obtained or the party in whose favor a waiver of subrogation is desired
refuses to pay one -half of an additional premium charged, each party is relieved of the
obligation to obtain a waiver of subrogation with respect to the particular insurance
involved.
17. Assignment and Subletting. Tenant shall not assign, convey, mortgage,
hypothecate or encumber this Lease or any interest in this Lease, or sublet all or any
part of the Premises, or suffer or permit all or any part of the Premises to be used by
others (any and all of which shall be referred to as a "Transfer"), at any time during the
Initial Term or the Option Term of this Lease without the prior written consent of Landlord
in each instance, which consent shall not be unreasonably withheld, conditioned or
delayed. Notwithstanding the foregoing, Tenant may assign or sublease this Lease to
such operator chosen by Tenant to manage the day care facility.
18. Utilities. Tenant acknowledges that access to and the supply of all necessary
utilities is sufficient and satisfactory on the Premises as of the date of execution of this
Lease. Tenant covenants and agrees to pay all charges for water, sewage disposal,
gas, electricity, light, heat, power, telephone or other utility services used, consumed in
or supplied to the Premises. For all separately metered utilities, Tenant shall timely pay
for such utilities directly to the supplier of such utilities, and for utilities that are not
{00135240/ 1)
. I I
separately metered, Tenant shall promptly pay for such utilities upon receipt of an
invoice from Landlord based upon the ratio of the square footage of the Premises to the
total square footage of the Gypsum Center (excluding Common Areas) adjusted as
reasonable necessary to equitably account for the intensity of Tenant's utility usage.
19. End of Term. Upon the expiration or earlier termination of this Lease, or on the
date specified in any demand for possession by Landlord after any material default by
Tenant as provided in Section 23 of this Lease, Tenant covenants and agrees to
surrender possession of the Premises to Landlord, in the same condition as when
Tenant first occupied the Premises, ordinary wear and tear excepted, and subject to any
Damage and those improvements Tenant is to surrender pursuant to Section 9 of this
Lease. Tenant shall be responsible and liable to Landlord for all costs and expenses of
Landlord, including without limitation Landlord's reasonable administrative costs and
reasonable attomey's fees expended in addressing any issue, incurred or expended by
Landlord in returning the Premises to the condition such Premises was in at the
beginning of this Lease, subject to the above exceptions. Tenant certifies that Tenant
has inspected the Premises, and that as of the Effective Date the Premises is in
excellent condition and free from damage or defect of any kind or character, other than
latent defects of which Tenant is not aware on the Effective Date, except as noted on a
writing signed by both Tenant and Landlord and affixed to this Lease on or before the
Effective Date.
20. Holding Over. If Tenant holds over after the expiration of the Initial Term of this
Lease or after the Option Temi of this Lease (if applicable) without a written agreement
providing otherwise, Tenant shall be deemed to be a tenant from month to month,
subject to all of the applicable terms and conditions of this Lease, except that Rent for
each month shall be equal to One Hundred Fifty Percent (150 %) of the monthly
installment of Rent due and payable during the last month prior to the expiration of the
applicable term of this Lease. Nothing in this paragraph shall be construed to give
Tenant the right to hold over at any time, and Landlord may exercise any and all
remedies at law or in equity to recover possession of the Premises, as well as any
actual, reasonable or legally obtainable damages incurred by Landlord, due to Tenant's
failure to vacate the Premises and deliver possession to Landlord as provided in this
Lease.
21. Subordination and Attomment.
a. Subordination to Other Matters. This Lease is subject and subordinate to
all mortgages or deeds of trust on or applicable to the Premises and/or the Gypsum
Center as of the Effective Date or at any time thereafter, and all applicable federal, state,
county and municipal laws, ordinances, codes, orders, rules and regulations, permits
and certificates of occupancy, and to all covenants, conditions, declarations,
encroachments, restrictions, reservations, rights, rights -of -way and easements and all
conditions, renewals, extensions, modifications, consolidations and replacements
thereof (except to the extent any such things expressly provide that they are subordinate
to this Lease), now or hereafter affecting or placed, charged or enforced against all or
any portion of the Premises or the Gypsum Center or any interest of Landlord in the
Premises or the Gypsum Center or Landlord's interest in this Lease and the leasehold
estate created by it. Landlord represents to Tenant that, as of the Effective Date, the
Gypsum Center is free and dear of mortgages and deeds of trust.
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b. Automatic Effect. The foregoing subordination is self- operative, and no
further instrument of subordination and/or attomment will be necessary unless required
by Landlord, in which case, Tenant, within ten (10) days after written request from
Landlord, will execute and deliver without charge any commercially reasonable
documents in form and substance reasonably acceptable to Landlord in order to confirm
the subordination and/or attomment set forth above in this Lease.
c. Estoppel Letter(s). Within ten (10) days of the time of any request by
Landlord, Tenant promises and agrees to execute and deliver to Landlord a
commercially reasonable estoppel letter in form and substance reasonably acceptable to
Landlord in which Tenant shall state true and correct information with respect to, among
other things, the Rent due or to become due, the status of this Lease and Tenant's
obligations under this Lease and other matters reasonably requested by Landlord.
Tenant's failure to timely and fully comply with this paragraph within five(5) days after
Tenant's receipt of a notice from Landlord of its failure to deliver such estoppel shall
constitute a material default of this Lease.
22. Rules and Regulations. Tenant and all of Tenant's officers, directors, managers,
staff, and employees shall abide by any and all reasonable and consistently applied
rules and regulations, of which Tenant has notice, made by the Landlord from time to
time governing the use, safety, cleanliness and care of the Premises and the Gypsum
Center. Any new rules and regulations shall be effective upon ten (10) days advance
written notice of the same to Tenant from Landlord. Tenant acknowledges and
understands that Tenant may be liable in fines or other reasonable sanctions as
provided in the Rules and Regulations for violations of such Rules and Regulations by
Tenant or any of Tenant's officers, directors, managers, staff, and employees; provided
however, if such violation is subject to a cure, Tenant shall be permitted to effect a cure,
prior to the imposition of such fine or sanction.
23. Default. The occurrence or existence of any one or more of the following events
or circumstances, at the option of Landlord, shall constitute a default under this Lease by
Tenant:
a. Failure to Timely Make Payment. If Tenant fails to make any payment of
Rent as required by Paragraph 3.a.iii above in this Lease, or fails to pay any late fee or
interest on a delinquent payment as provided for in Paragraph 3.a.iii of this Lease as and
when required by Landlord, Tenant shall be deemed to be in material default of this
Lease. Further, if Tenant fails to timely pay any other sum required to be paid pursuant
to this Lease, and such failure continues beyond five (5) days after written demand from
Landlord, then Tenant shall be deemed to be in material default of this Lease.
b. Failure in Performance. If Tenant fails or neglects to perform or observe
any of Tenant's non - monetary obligations, undertakings, promises, responsibilities or
covenants under this Lease and Tenant's failure or neglect continues beyond fifteen (15)
days after Tenant's receipt of written demand from Landlord (or within a reasonable time
if such remedy or cure cannot reasonably be accomplished with immediate, diligent,
persistent and continuous performance by Tenant within such fifteen day period), Tenant
shall be deemed to be in material default of this Lease.
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24. Landlord's Remedies. If Tenant is in material default of this Lease, Landlord
shall have all remedies available to Landlord at law or in equity, including without
limitation the following:
a. Termination. Landlord shall have the right to immediately terminate this
Lease and all rights of Tenant hereunder by giving written notice to Tenant of its election
to do so. If Landlord gives a written notice of termination, this Lease and the Initial Term
and/or Option Term, as applicable, as well as all right, title and interest of Tenant under
this Lease to quiet possession, to a leasehold interest in property or to physical
possession of the Premises shall wholly cease and expire in the same manner and with
the same force and effect on the date specified in the written notice as if such date were
the expiration date of the Initial Term and/or the Option Term, as applicable, of this
Lease without the necessity of re -entry or any other act on Landlord's part. Upon any
termination of this Lease Tenant shall immediately quit the Premises and surrender
possession of the Premises to Landlord. If Landlord elects to terminate this Lease under
this paragraph, then Landlord may recover from Tenant:
(1) The worth at the time of the award by a court of competent
jurisdiction (the "Award "), of the unpaid Rent and any other unpaid financial obligation of
Tenant under this Lease which had been earned at the date of such termination; plus,
(ii) The worth at the time of the Award by which the unpaid Rent
for the balance of the Term after the date of such termination exceeds the amount by
which Tenant proves that Landlord failed to mitigate its damages; plus,
(iii) Any other reasonable amounts necessary to compensate
Landlord for all detriment proximately caused by Tenant's failure to perform its obligations
hereunder,
(iv) At Landlord's election, such other amounts in addition to or in
lieu of the foregoing as may be permitted by applicable state law from time to time; and
(v) Landlord shall be obligated, in the event of a Tenant Default,
to take all reasonable steps to mitigate its damages as a result of such Tenant Default.
As used in subparagraph (1) above, the "worth at the time of the Award" is
computed by adding to any Rent or other financical obligation any late fees due or owing
in accordance with the terms of this Lease and by calculating interest on such Rent or
other financial obligation at the rate specified in this lease for such delinquent Rent or
other financial obligation, or the maximum rate permitted by applicable law, whichever is
lower. As used in subparagraph (ii) above, the "worth at the time of the Award" is
computed by discounting the total such amount to present value at the rate of 10% per
annum.
b. Termination of Right of Possession. Landlord shall also have the right to
terminate Tenant's right of possession by any lawful means, to re -enter the Premises by
legal means and remove all property and persons therefrom, and any such property may
be removed and stored in a public warehouse or elsewhere at the cost and for the account
of Tenant.
{00135240 / 1)
c. No Termination. If Landlord does not elect to terminate this Lease,
Landlord may take possession of the premises by any lawful means without terminating
the Lease in which case Landlord may recover all Rent and other damages against
Tenant as such damages accrue.
d. Payment on Account of Tenant. If Tenant defaults in making any
payment required to be made by Tenant (other than payments of Rent), or if Tenant
defaults in the performance of any other obligation of Tenant under this Lease, including
without limitation the requirement that Tenant obtain and carry insurance during the
Initial Term and/or Option Term (as applicable) of this Lease, then Landlord may, but
shall not be obligated to, make such payment or expend such sum on behalf of Tenant
as may be necessary to perform such obligation. Tenant shall promptly reimburse any
amount expended by Landlord pursuant to this paragraph, and Tenant's failure to do so
shall constitute a material default of this Lease. No such payment or expenditure by
Landlord shall be deemed a waiver of Tenant's default, nor shall it affect any other
remedy of Landlord by reason of such default.
e. Injunction and Specific Performance. In the event of a breach or
threatened breach by either party of any of the terms, covenants or conditions of this
Lease, the non-breaching party shall, in addition to all other remedies available pursuant
to this Lease or available at law or in equity, also have the right of injunction and specific
performance. The party in breach shall pay the premium for any bond required in
connection with any injunction.
f. Default Interest. If Tenant is in default as provided in this Lease of any
payment to Landlord other than the payment of Rent covered in Paragraph 3.a.iii above,
the unpaid amount of such payment shall accrue interest at the rate of twelve percent
(12 %) per annum from and after the date of default until paid in full.
g. Attomevs' Fees and Litigation. In the event of any legal proceeding
arising under or related to this Lease in any way, the prevailing party shall receive an
award of its reasonable costs, reasonable expensed and reasonable attorneys' fees
(including legal assistants' fees and including all costs and reasonable attorney's fees
incurred or expended in collecting on any judgment) from the non - prevailing party.
25. No Implied Surrender or Waiver. The failure of either party to seek redress or
pursue a remedy for violation, breach or default of this Lease, or any term, promise,
covenant or undertaking contained in this Lease, or to insist upon the strict performance
of any term, promise, covenant or undertaking contained in this Lease or of any of the
Rules and Regulations adopted by Landlord, shall not prevent a subsequent act, which
would have originally constituted a violation, from having all the force and effect of an
original violation. Waiver of a breach or default under this Lease shall not be implied by
prior conduct or course of conduct of the parties. Waiver e shall only be effective if done
specifically in writing and signed by the party to be charged with such waiver. The
receipt and retention by Landlord of Rent with knowledge of any breach or default of or
under this Lease shall not be deemed a waiver of such breach.
26. Time is of the Essence. Time is of the essence in or under this Lease.
27. Entire Agreement. The entire contract of the parties is contained in this Lease
(including any exhibits to this Lease) and there are no promises, agreements,
{00135240 / 1)
•
representations, warranties, conditions or understandings, either oral or written, between
the parties that would modify, amend, explain, supplement or otherwise add to or take
away from the terms and conditions of this Lease as set forth in this Lease.
28. Notice and Bills. Any bill, statement, notice, demand or communication ( "Notice ")
which either party may desire to give to the other party, or which either party may be
required to give to the other party as provided in this Lease, shall be in writing and may
be hand delivered or sent by ovemight courier or certified mail, retum receipt requested.
All Notices sent by overnight courier or by certified mail shall be sent to the physical
address or the Post Office Box Number (as appropriate) of the other party as contained
in the first paragraph of this Lease, except if to Tenant, a copy shall be sent to: County
Attorney's Office, P.O. Box 850, Eagle, Colorado 81631 and except if to Landlord, a
copy shall be sent to: Sperberg & Associates PC, Attn: Robert L. Sperberg, Esq., P. O.
Box 3420, Avon, Colorado 81620. Either . party may change its address for Notice by
Notice sent to the other party in accordance with this paragraph. If hand delivered, any
Notice shall be deemed given by the sender and received by the other party at the time
of hand delivery to any officer, director, shareholder, manager or member of the other
party, or to any person found at the party's address for Notice. If sent by ovemight
courier and designated for ovemight delivery, such Notice shall be deemed given by the
sender and received by the other party one (1) business day after the date such Notice
is placed in the custody of the ovemight courier properly addressed as provided in this
paragraph. If sent by certified mail — return receipt requested, such Notice shall be
deemed given by the sender and received by the other party three (3) days after the
date such Notice is placed in the custody of the U. S. Post Office properly addressed to
the other party as provided in this paragraph.
29. Miscellaneous.
a. Unavoidable Delays. Other than for the payment of Rent or any other
financial obligation contained in this Lease, in the event that either party is delayed,
hindered in or prevented from the performance of any act required under this Lease by
reason of fire, strike or other casualty or contingency beyond the reasonable control of
such party, then performance by that party will be excused for a reasonable time and the
period for the performance of such act shall be extended for a reasonable period of time.
b. Severability. If any provision of this Lease is determined by a Court of
competent jurisdiction to be illegal, invalid or unenforceable, the remainder of this Lease
shall not be affected thereby and shall be enforceable in accordance with its terms.
c. Amendment. No amendment, alteration, modification, explanation or
addition to or of this Lease shall be valid or binding unless expressed in writing and
signed by the party or parties to be bound thereby. Any attempted or alleged oral
amendment, alteration, modification, explanation or addition to this Lease shall be void
ab initio.
d. Captions. The caption of each Section is added as a matter of
convenience only and shall be considered of no effect in the construction of any
provision of this Lease.
e. Exhibits and Attachments. Any and all exhibits and attachments identified
in this Lease are incorporated in this Lease in their entirety by this reference.
{00135240/1}
Ir
1
•
f. Binding Effect. The covenants, terms, conditions and agreements
contained in this Lease shall bind and inure to the benefit of Landlord and Tenant and
their respective heirs, distributees, executors, administrators, successors and permitted
assigns.
g. Governing Law. This Lease shall be govemed by and interpreted in
accordance with the laws of the State of Colorado, and venue and subject matter
jurisdiction shall be proper solely in Eagle County, Colorado.
h. Counterparts. This Lease may be executed in counterparts, all of which
shall be taken together to form but one agreement between the parties.
i. Facsimile and Electronic Signatures. Any party may provide its signature
on this Lease by facsimile copy to the other party or by other electronic means (such as
by scanning and e-mail or electronic signature) and the parties agree that any signature
so supplied shall in all respects be considered an original signature unless and until
replaced with an original signature on an identical document.
WHEREFORE, the parties have executed this Lease to be effective on the
Effective Date.
LANDLORD:
GYPSU •1' TAL PARTNERS, LLC, a
Color - do limit: • liability company
By: • R , TAR Me AIN
PR • • ; TIES, LC, its M = nager
4 7 t
y: Glenn M. Heelan, Manager and
Authorized Representative
ATTEST: TENANT:
IA
dllielp 4 6
1 COUNTY OF EAGL COLORADO
*
Clerk to the B.'. rd * `R‘ •
(00135240/ 1)
OFFICE OF THE
COUNTY ATTORNEY
(970) 328-8685
FAX: (970) 328 -8699
www.eaglecountyus
4 di
EAGLE COUNTY
September 2, 2009
Mr. Glenn Heelan
Manager and Authorized Representative
Gypsum Capital Partners, LLC
P.O. Box 2227
Eagle, Colorado 81631
VIA ELECTRONIC AND REGULAR MAIL
RE: Commercial Lease Agreement dated May 28, 2008
Dear Glenn:
The Commercial Lease Agreement ( "Lease ") between Gypsum Capital Partners, LLC,
( "Landlord ") and Eagle County, dated May 28, 2008, allows assignment of the Lease by Eagle
County upon written consent of the Landlord, which consent may not be unreasonably withheld,
conditioned or delayed. Eagle County desires to assign its rights and obligations under the
Lease to the Eagle County School District ( "School District "), who currently manages and
operates the day -care center on the leased premises. The School District is willing to assume
Eagle County's tenancy under the Lease and all of the rights and obligations that accompany said
tenancy. Eagle County is in the process of drafting a full and complete Assignment Agreement
and will forward the same to you for comment before execution.
Eagle County would like to obtain your consent for its Assignment of its rights and
obligations under the Lease. Please sign below acknowledging your consent and return in the
enclosed self - addressed stamped envelope. Should you have any questions or concerns, please
do not hesitate to contact me.
Sincerely,
Auk
Lik4,41 I - 4 IP
Christina Hooper
Assistant County Attomey
AC OW ED ►. 4 1 NT OF C N NT:
BY: 1
Glenn Heelan, Manager and' uthorized Agent or Gypsum Capital Partners, LLC
EXHIBIT
1 5
Eagle County Building, 500 Broadway, P.O. Box 850, Eagle, Colorado 8163 I -0850
