HomeMy WebLinkAboutC13-100 Aspen to Parachute Dental Health AllianceLEASE AGREEMENT
BETWEEN
EAGLE COUNTY,COLORADO and ASPEN TO PARACHUTE DENTAL
HEALTH ALLIANCE
This Agreement is made and entered into the1 day ofA2L 2013 between Eagle
County,Colorado by and through its Board of County Commissioners (hereinafter
referred to as “Landlord”or “County”)and the Aspen to Parachute Dental Health
Alliance,a Colorado non-profit corporation (hereinafter referred to as “Tenant”.)
WITNESSETH:
WHEREAS,County owns property commonly known as the Eagle County Community
Center located at 0020 Eagle County Drive in El Jebel,Colorado (the “Facility”);and
WHEREAS,Eagle County desires to lease certain portions of the Facility for use by a
non-profit organization benefiting the citizens of Eagle County.The portion of the
facility which is subject to this Agreement is Exam Room Number One on the third floor
of the Facility;and
WHEREAS,Tenant desires to occupy Exam Room Number One of the Eagle County
Community Center as an office pursuant to the terms and conditions of this Agreement.
NOW,THEREFORE,in consideration of the terms and covenants stated herein,
including the rental amount,the sufficiency of which is hereby acknowledged,Landlord
and Tenant agree as follows:
ARTICLE I
Leased Premises
Landlord hereby leases to Tenant,and Tenant hereby rents from the Landlord,the
“Leased Premises”,described as Exam Room #1 located on the third floor of the facility.
The Leased Premises shall be furnished by Landlord with two (2)desks,two (2)chairs
and one (1)“land line”telephone.Tenant shall be responsible for supplying all other
equipment,furnishings and supplies,including but not limited to cell phones,computers
and printers.The Leased Premises shall be used as an office for Tenant and its employees
and clients.
ARTICLE II
Term
The term of this Lease is for one (1)year commencing April 1,2013 and shall expire on
March 31,2014 unless terminated earlier as specified herein.
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ARTICLE III
Rent
Tenant agrees to pay Landlord a fixed amount of One (1)dollar as the full annual rental
amount for the term of this Agreement.By executing below,Landlord acknowledges
receipt of this rental sum.
ARTICLE IV
Insurance
Tenant agrees at Tenant’s own expense to maintain in full force during the Lease term
worker’s compensation insurance as required by law,comprehensive commercial general
liability and property insurance which will cover Tenant and Landlord against liability for
injury to persons and/or property,and death of any person or persons occurring in or
about the Leased Premises.Each policy shall be approved as to form by Landlord.The
liability under such commercial general liability and property insurance shall not be less
than $1,000,000 per occurrence;$1,000,000 for bodily injury and property damage
liability;$1,000,000 for personal injury;and $1,000,000 in annual aggregate limits.The
policy shall list as additional insureds Eagle County and any other person or entity
Landlord shall designate.
All policies must contain an endorsement affording an unqualified thirty (30)days’notice
of cancellation to Landlord in the event of cancellation of coverage.Certificates of
insurance with the required endorsements evidencing coverage must be delivered to
Landlord upon execution of this Agreement.Tenant shall provide Landlord a complete
copy of any policy of insurance required hereunder within five (5)business days of a
written request from Landlord,and hereby authorizes Tenant’s brokers,without further
notice to or authorization by Tenant,to immediately comply with any written request by
Landlord for a complete copy of any policy required hereunder.
Nothing herein shall be deemed a waiver of Landlord’s rights under the Colorado
Governmental Immunity Act.
ARTICLE V
Indemnification
Tenant acknowledges that it uses the Leased Premises at its own sole risk.Tenant hereby
releases Landlord from liability for any costs,losses or damages of any nature
whatsoever which Tenant may suffer as a result of its use of or operation in the Leased
Premises,except for the willful misconduct of Landlord.Additionally,Tenant will
indemnify Landlord and save Landlord harmless from and against any and all liability for
any costs,losses or damages of any nature whatsoever suffered or alleged to be suffered
by any third party (including Tenant’s members,clients,client’s families,directors,
officers,employees and agents)as a result of Tenant’s use of or operation in the Leased
Premises.In case Landlord shall be made a party to any litigation commenced by or
against Tenant,then Tenant shall fully protect and hold Landlord harmless and pay all
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costs,expense,and reasonable attorney’s fees,incurred or paid by Landlord in
connection with such litigation,to the extent allowed by law.
ARTICLE VI
Utilities and Operational Expenses
1.Tenant shall not use the “land line”telephone supplied by Landlord to make any
long distance telephone calls.In the event Tenant makes such long distance calls
then Tenant shall pay for the same.
2.Landlord shall pay for heat,water,electricity and for local telephone calls for the
Leased Premises.Tenant shall not install any other utilities to the Leased
Premises.
3.With regard to all utilities,it is mutually agreed that Landlord shall not be liable
in damages or otherwise for any interruption or failure thereof.
4.Tenant agrees that it will not install any equipment which will exceed or overload
the capacity of any utilities facility or in any way increase the amount of utilities
usually furnished or supplied for use of the Leased Premises.
5.Notwithstanding anything to the contrary,Tenant agrees to promptly pay all
taxes,license and permit fees of whatever nature applicable to its operations
hereunder and to take out and keep current all licenses required for the conduct of
its business at and upon the Leased Premises.Tenant further agrees not to permit
any of said taxes,license or permit fees to become delinquent.Tenant further
agrees to promptly pay when due all bills,debts and obligations incurred by it in
connection with its operations here under and not to permit the same to become
delinquent and to suffer no lien,mortgage,judgment or execution to be filed
against the Leased Premises.
ARTICLE VII
Intentionally Left Blank
ARTICLE VIII
Operation and Use of the Leased Premises
1.The Leased Premises shall be used and operated as an office and home-base for
Tenant,its staff and client visits and for no other purpose.
2.Tenant agrees that it will keep the Leased Premises in a neat,clean,safe,sanitary
and orderly condition at all times.
3.Tenant agrees not to use or permit use of the Leased Premises for any purpose
prohibited by the laws of the United States,State of Colorado,Eagle County and
any rules or regulations adopted by Eagle County,all as amended from time to
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time,and not otherwise authorized hereunder.Tenant further agrees that it will
use the Leased Premises in accordance with all applicable federal,state and local
laws,ordinances,resolutions,and all rules and regulations adopted by County for
the operation,management and control of the Facility or Leased Premises.
4.Tenant shall conduct its business in an orderly and proper manner so as not to
commit any nuisance or annoy,disturb,or be offensive to others in the Facility.
5.Tenant agrees not to improve,change,alter,add to,remove or demolish any
improvements in the Leased Premises without prior written consent of Landlord.
Tenant must comply with all conditions which may be imposed by Landlord in its
sole discretion.
6.Tenant will not use,occupy,or permit the Leased Premises or any part thereof to
be used or occupied for any unlawful or illegal business,use or purposes deemed
by Landlord to be disreputable,hazardous,or 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,ordinance,or regulations of the United States of
America,State of Colorado,County of Eagle or other municipal,govermnental,
or lawful authority whatsoever having jurisdiction.
7.Tenant shall not do or permit anything to de done in or about the Leased Premises
or bring or keep anything therein which will in any way increase the rate of fire
insurance upon the facility wherein the Leased Premises are situated.Tenant
shall,at Tenant’s sole cost and expense,comply with any and all requirements
pertaining to the Leased Premises of any insurance company necessary for the
maintenance of reasonable fire and public liability insurance covering the Leased
Premises.
8.No hazardous substances or materials are allowed on the Premises.Hazardous
substances or materials are those which are identified by the State of Colorado or
Federal law or regulation as any substance with hazardous material classification
greater than one (1)for heath,fire,or reactivity and/or specific hazard
designation.
9.No storage of any items,including but not limited to,garbage,chairs,tables,etc.
will be permitted outside of the Leased Premises,e.g.on sidewalks,in common
areas,on parking surfaces,etc.
10.Parking shall occur on a first come first served basis.No overnight parking shall
be allowed without advance notice to and approval of Landlord.
ARTICLE IX
Repairs,Alterations and Improvements
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1.Tenant shall keep the Leased Premises in good order,condition and repair.
2.All reasonable alterations,improvements,and/or additions to the Leased Premises
will only be done at Tenant’s expense afier obtaining Landlord’s written consent.
3.Unless otherwise agreed to by Landlord,all alterations,improvements,partition,
flooring,carpeting or fixtures,including but not limited to light fixtures,electrical
fixtures,and plumbing fixtures,and other changes to the Leased Premises which
may be made or installed by either of the parties hereto and which in any maimer
are attached to the floors,walls,windows,or ceilings are to become,at the option
of and at no cost to Landlord,the property of Landlord upon the termination of
this Agreement.If Landlord elects that any of the alterations,improvements or
changes be removed by Tenant upon termination or expiration of this Agreement,
Tenant shall remove the same at its cost prior to the termination hereof,and shall
repair any damages caused by such removal.The furniture and telephone supplied
by Landlord shall remain the property of Landlord and shall be lefi in the Leased
Premises upon termination of this Lease in the same condition as at the start of the
lease term,ordinary wear and tear excepted.
4.At the expiration of the lease term,or earlier termination hereof,Tenant shall
remove all of its movable trade fixtures which shall not be the property of
Landlord.Tenant’s obligations to perform the covenants contained in this
paragraph of this Agreement shall survive the expiration or other termination of
the Agreement.
5.Tenant shall retain title to and shall remove at its sole cost,prior to the
termination or expiration of this Agreement,all of Tenant’s movable trade
fixtures,equipment and belongings.If such removal shall injure or damage the
Leased Premises,Tenant agrees,at its sole cost,at or prior to the expiration or
termination of this Agreement,to repair such injury or damage in a good and
workmanlike maimer and to place the Leased Premises in the same condition as
the Leased Premises would have been if such Tenant’s moveable trade fixtures,
equipment and belongings had not been installed or used.If Tenant fails to
remove any of its moveable trade fixtures,equipment or belongings by the
expiration or termination of this Agreement,or fails to repair any injury or
damage then Landlord shall be entitled to recover from Tenant any costs of
Landlord removing and either disposing of or storing the same and restoring the
Leased Premises.
ARTICLE X
Assignment and Subletting
Tenant shall not assign this Agreement or any interest herein,or permit the use of the
Leased Premises by any person or persons other than Tenant,or sublet the Leased
Premises in whole or in part without Landlord’s prior written consent which may be
withheld at Landlord’s sole discretion.
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ARTICLE XI
Access to and Use of Leased Premises
1.Landlord and Landlord’s authorized representative shall have the right to enter
upon the Leased Premises at all reasonable hours (and in emergencies,at all
times)to inspect the same,to make repairs,additions or alteration to the Premises
and for any lawful purpose.Landlord agrees to provide Tenant with reasonable
notice whenever Landlord deems necessary to enter upon the Leased Premises
and agrees to protect the privacy rights and confidential information concerning
Tenant’s clients.
2.The parties agree that Landlord may have access to the Leased Premises from
time to time for providing immunizations and meeting with its clients on an as
needed basis.Landlord shall coordinate the same with Tenant and both parties
agree that use by Landlord shall take priority over use of the Leased Premises by
Tenant.Tenant may not have access during such times that Landlord is using the
Leased Premises.
3.Tenant shall obtain access badges to enter the facility and the Leased Premises
from Landlord and shall comply with all rules,regulations and policies adopted
by Landlord from time to time concerning access to the Facility and Leased
Premises.
ARTICLE XII
Default
Delinquency by Tenant in the performance of or compliance with any of the
obligations of Tenant contained in this Agreement,for a period of ten (10)days afier
written notice thereof from Landlord,shall constitute a default of this Agreement by
Tenant.
ARTICLE XIII
Remedies
If Tenant defaults in any of the covenants,terms and conditions herein,the Landlord
may exercise any one or more of the following remedies:
1.Landlord may cancel and terminate this Agreement and reposes the Leased
Premises,with or without process of law,and without liability for so doing,upon
giving ten (10)days written notice to Tenant of its intention to terminate,at the
end of which time all rights hereunder of the Tenant shall terminate,unless the
default,which shall have been stated in such notice,shall have been cured within
such ten (10)days.Notwithstanding the foregoing,during the term herein,
Tenant shall only be allowed two notices of default which it may cure within the
time specified in this section.The third notice shall be final and without
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opportunity for cure and Landlord,in its sole discretion,may elect (a)to cancel
and terminate all rights hereunder of the Tenant,and Landlord may,upon the date
specified in such third notice,reenter the Leased Premises and remove therefrom
all property of the Tenant and store the same at the expense of Tenant,or (b)
pursue any other remedies available to it.
2.Landlord may elect to reenter and take possession of the Leased Premises and
expel Tenant or any person claiming under Tenant,and remove all effects as may
be necessary,without prejudice to any remedies for damages or breach.Such
reentry shall not be construed as termination of this Agreement unless a written
notice specifically so states;however,Landlord reserves the right to terminate the
Agreement at any time after reentry.
3.The remedies provided in this Agreement shall be cumulative and shall in no way
affect any other remedy available to Landlord at law or equity.
ARTICLE XIV
Termination
1.This Agreement may be terminated upon the occurrence of any of the following:
a.Default of the Tenant in performance of its obligations hereunder pursuant
to Article XIII hereof;
b.Written notification by Landlord to Tenant that this 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.
2.Upon the termination or expiration of this Agreement Tenant shall peacefully
surrender the Leased Premises to Landlord,and Landlord at any time afier any
such termination or expiration,may,without further notice,peaceably reenter the
Leased Premises and take control of the same.
3.No such termination of this Agreement shall relieve Tenant’s liability and
obligation under this Agreement.
ARTICLE XV
Damage,Destruction or Loss
1.If the Leased Premises,or any portion thereof,is destroyed or damaged by
fire or otherwise to an extent that renders it unusable,Tenant may then,at its
option cancel and terminate this Agreement.
2.In the event Landlord elects to rebuild,Tenant must replace all of its moveable
trade fixtures,equipment and personal property at its sole cost.
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3.Landlord shall not be liable for any loss of property or theft or burglary from the
Leased Premises or for any damage to person or property on the Leased Premises
resulting from lightning,or water,rain or snow,which may come into or issue or
flow from any part of the facility,or from the pipes,plumbing,wiring,gas or
sprinklers thereof and Tenant agrees to make no claim for any such loss or
damage at any time.
ARTICLE XVI
Waiver
No failure of Landlord to insist upon the strict performance of a term,covenant or
agreement contained in this Agreement,no failure by Landlord to exercise any right or
remedy under this Agreement,and no acceptance of full or partial payment during the
continuance of any default by Tenant shall constitute a waiver of any such term,covenant
or agreement or a waiver of any such right or remedy or a waiver of any default by
Tenant.
ARTICLE XVII
Surrender of Leased Premises and Hold Over
1.Upon the expiration or earlier termination of this Agreement,or on the date
specified in any demand for possession by Landlord after any default by Tenant,
Tenant covenants and agrees to surrender possession of the Leased Premises to
Landlord in the same condition as when first occupied,ordinary wear and tear
excepted.
2.If Tenant should remain in possession of the Leased Premises after the expiration
of this Agreement for whatever reason and without executing any written renewal
thereof,then such holding over shall not be deemed as a renewal or extension of
this Agreement,but shall be construed as a tenancy from month to month that
may be terminated at any time by Landlord or Tenant upon thirty (30)days
written notice to the other.Such month to month tenancy shall be subject to all the
conditions,provisions and obligations of this Agreement insofar as the same are
applicable to a month to month tenancy.
ARTICLE XVIII
Notices
1.All notices to be given with respect to this Agreement shall be in writing.Each
notice shall be sent by registered or certified mail,postage prepaid and return
receipt requested,to the party to be notified at the following address or at such
other address as either party may from time to time designate in writing.
Landlord
Eagle County
Attn:Jennifer Ludwig
$
P.O.Box 850
500 Broadway
Eagle,CO $1631
With a copy to:
Eagle County Attorney
Post Office Box 850
500 Broadway
Eagle,CO 81631
Tenant
Aspen to Parachute Dental Health Alliance
do Liz Stark,Community Health Services,Inc.
0405 Castle Creek Road,Suite 6
Aspen,Colorado 81611
2.Every notice shall be deemed to have been given at the time it shall be deposited
in the United States mail in the manner prescribed herein.Nothing contain herein
shall be construed to preclude personal service of any notice in the maimer
prescribed for personal service as a summons or other legal process.
ARTICLE XIX
Attorney’s Fees &Waiver of Right to Jury
In the event of any litigation or other action or proceeding between the parties hereto
arising out of the performance or nonperfonnance of this Agreement,or enforcement of
any rights or remedies hereunder,including any indemnities herein contained,the
prevailing party shall be entitled in such litigation,action or proceeding to also recover as
part of any judgment,award or other relief,its reasonable attorney’s fees and costs
incurred.Landlord and Tenant expressly waive any right which either may have to trial
by jury of any dispute arising under the Agreement relating to the issues of termination of
this Agreement and rights to possession of the Premises.
ARTICLE XX
Miscellaneous Provisions
1.This Agreement constitutes the entire agreement of the parties with respect to the
subject matter hereof and supersedes all prior oral or written statements,
understandings or correspondences,if any,with respect thereto.This Agreement
may be amended only by one or more amendments executed in the same maimer
as this Agreement
2.If any portion of this Agreement shall be declared invalid or unenforceable,the
remainder of the Agreement shall continue in full force and effect.
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3.This Agreement and all agreements herein contained shall bind the parties hereto
and their heirs,personal representatives,successors and assigns.
4.This Agreement shall be construed in accordance with the laws of the State of
Colorado.The Parties stipulate and consent to the exclusive jurisdiction and
venue of the District Court,Eagle County,Colorado,in any civil action which
might arise under this Agreement.
5.The signatories below hereby represent and warrant that they have full authority
to enter into this Agreement on behalf of their respective entities.
6.The Tenant for itself,its personal representatives,successors in interest,and
assigns,as part of the consideration hereof,does hereby covenant and agree that
no person on the sole ground of race,color,religion,national origin,gender,age,
military status,marital status,or physical or mental disability shall be excluded
from participation,denied the benefits of,or otherwise be subjected to
discrimination in the use of the Leased Premises.
7.No agent,employee or volunteer of the Tenant shall be deemed an agent,
employee or volunteer of the Landlord.Likewise,no agent,employee or
volunteer of Landlord shall be deemed an agent,employee or volunteer of the
Tenant.
2.Tenant acknowledges that the Leased Premises is not secure from entry by users
of other space in the same building.
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IN WITNESS WHEREOF,the parties have executed this Agreement on the day and year
first above written.
LANDLORD:
COUNTY of EAGLE,STATE of COLORADO
By and Through its County Manager
TENANT:
Aspen to%c ‘ute Dental Health Alliance
BY:
Name:S L
Title:
________________________
STATE of COLORADO)
)ss.
COUNTY of EAGLE )
ThoregQig instrument was afknowledged before me this
_________
day of
,2013,by Uj of Aspen to Parachute Dental
Hea1thAlliance./
Witness my hand and official seal
‘
Notary Public
My commission expires:
SUSAN MARKWOOD
NOTARY PUBLIC
STATE OF COLORADO
NOTARY ID #19974015819
My CommIssion ExpLreB Januery 26,2017
BY:
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