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HomeMy WebLinkAboutbocc.res.145.2016 CONTRACT S 116T a/(o RESOLUTION OF THE BOARD OF COUNTY COMMISSIONERS OF PITKIN COUNTY, COLORADO, APPROVING A LEASE AGREEMENT BETWEEN PITKIN COUNTY("COUNTY")AND ALPINE LEGAL SERVICES FOR SPACE AT THE MICHAEL W. SCHULTZ HEALTH AND HUMAN SERVICES BUILDING ("HHS") RESOLUTION NO. / 5,2016 RECITALS: I. Pursuant to Section 2.8 (Actions) of the Pitkin County Home Rule Charter, the Board of County Commissioners is authorized to approve matters of significant importance, not requiring ordinance power, by Resolution. 2. Pitkin County("County") is the owner of the premises knows as the Michael W. Schultz Health and Human Services Building ("HHS"), located at 405 Castle Creek Road, Aspen, Colorado. 3. The County has provided space as an in-kind contribution to local non-profit entities on a yearly lease basis since 1992. The County desires to continue this practice. 4. Alpine Legal Services desires to continue to lease space at the HHS. 5. The County supports the Community Non-Profit Lessees for uses that have been established since 1992 and desires to continue such use by accommodating space for Alpine Legal Services at HHS. 6. The BOCC finds that it is in the best interests of the citizens of Pitkin to approve a lease agreement with Alpine Legal Services for space at HHS. NOW, THEREFORE, BE IT RESOLVED by the Board of County Commissioners of Pitkin County, Colorado that: I. It adopt and authorize the Chair to sign the Resolution and to execute the lease agreement in Attachment A in its present form or in a substantially similar fort approved by the County Attorney. 2. It further authorizes the County Manager to sign any future amendments or extensions to the lease agreement in a fort satisfactory to the County Attorney. INTRODUCED AND FIRST READ ON THE 74 DAY OF a fain✓ , 2016 AN T FOR SECOND READING AND PUBLIC HEARING ON THE A4t1 DAY OF I hr,erkd.e✓ 2016. NOTICE OF PUBLIC HEARING AND TITLE AND SHORT SUMMARY OF THE RELUTION PUBLISHED IN THE ASPEN TIMES WEEKLY ON THE rt`-' DAY OE UttemikAt , 2016. NOTICE OF PUBLIC HEARING AND THE FULL TEXT OF THE RESOLUTION POSTED ON THE OFFICJB7 PITKIN COUNTY WEBSITE(www.pitkincounty.com ) ON THE DAY OF d t,2w ✓ 2016. ADOPT FTER FINAL READING AND PUBLIC HEARING ON THE /11-1 DAY Of jJtLa)tcbe r 2016. PUBLISHED BY TITLE AND SHORT SUMMARY,AFTER ADOPTION, IN THE ASPEN TIMES WEEKLY ON THE DAY OF"gte-e-K1,cr , 2016. POSTED BY TITLE AND SHORT SUMMARY ON,,THE OFFICIAL PITKIN COUNTY WEBSITE (www.pitkineounty.com ) ON THE j DAY OF 0.Ge e r 2016. A P ST: BOARD JOFFeCOUNTY COMMISSIONERS to .� . , By:)'U1Cly lea e to Jones ache) E. Ric ards, Chair De 116 County Clerk Date: Ao,4 APPROVED AS TO FORM: MANAGER APPROVAL — S i J J . . John Elw C" yAttomey Jon te. ock, County Ms ager TIC IN COUNT1 LEASE AGREEMENT BETWEEN ALPINE LEGAL SERVICES ANLLD//PIITKIN COUNTY, COLORADO Contract Numberzl6/- V ev4 Ledger Number This lease agreement is made and entered into on the 1st day of January, 2017, by and between Alpine Legal Services, hereinafter referred to as "Lessee/Agency', and the County of Pitkin in the State of Colorado hereinafter referred to as the"County/Lessor". Whereas, Alpine Legal Services desires to rent an office space in the Michael W. Schultz Health and Human Services Building, (hereinafter referred to as the Schultz Health and Human Services Building) 0405 Castle Creek Road, Aspen, CO, more fully described as Aspen Valley Hospital Sub Lot: 1 Parcel A Health & Human Services Bldg., of approximately 169.25 square feet for the 2017 calendar year. Now, therefore, in consideration of the mutual covenants and promises contained herein, the parties agree as follows: 1) Term and Renewal of Agreement: The County/Lessor hereby leases and demises for calendar year 2017 to Alpine Legal Services the area designated as half of the area including Suite I l l shared in an equal 50/50 split with Alpine Legal Services in the Schultz Health and Human Services Building. Absent any termination for cause under paragraph 16 of this Agreement, this Agreement shall be for a period of one (1) year unless either party elects to terminate this Agreement by serving a written notice to terminate this Agreement on the other party no later than thirty (30)days. 2) No Waste or Damage Covenant: During the period of this lease agreement Alpine Legal Services shall maintain these offices in good shape and repair and return them to the County/Lessor in substantially the same condition received normal wear excepted. 3) Damage to property: In the event of damage to the lessee's offices or to any part of the building, the lessee will be responsible for all repair costs. Assessment of damage and assignment of entity to provide the repair shall be the responsibility of Pitkin County Facilities. Negotiation of remediation of each incident shall occur with Pitkin County Facilities. 4) Payment: The rent is $25.75 per square foot per year for the space rented by Alpine Legal Services, totaling $4,358.19; however, the County/Lessor shall provide an in-kind rent contribution of$4,358.19 to Alpine Legal Services. 5) Governing Law and Venue: this lease agreement has been entered into in the State of Colorado, 1 and the validity, interpretation and legal effect of this agreement shall be governed by the laws of the State of Colorado. Jurisdiction for any disputes hereunder shall be in the courts in and of Pitkin County and the State of Colorado. 6) Remodels To Premises: No remodeling or painting is to be done to premises without the written consent of the County/Lessor. This includes any alterations to the walls and ceilings to accommodate phone and data lines, cable service, electrical outlets and light fixtures. Remodels will he done at the Lessee/Agency's cost unless the remodel is addressing a health or safety issue. County/Lessor must approve any credit of cost of remodeling before work commences. 7) Responsibilities: A. The Facilities Department of the County/Lessor is NOT responsible to move, build, haul, repair or dispose of office furnishings (including but not limited to bookshelves, desks, appliances, cabinets, etc.) owned by nonprofits leasing space within the county buildings. In the event that the facilities staff is asked to move, re-build, build, haul, repair or dispose of said office furnishings the nonprofit may be billed for work, including time, materials, travel time and landfill fees. The Facilities Department will be responsible for moving the nonprofit in the event that the County/Lessor has a need for the office space occupied by the nonprofit. B. The Facilities Department is responsible for carpets, building repairs, capital upgrades, heating/cooling, plumbing, and electrical (Infrastructure), internal painting on a set schedule, daily trash removal and common area cleaning. Requests for additions to the infrastructure such as new or relocated outlets, moving cables, etc. shall be evaluated by the Facilities Manager on a case by case basis. Lessee/Agencies will be asked to pay for upgrades. 8) Building Concerns and Complaints: For issues regarding the physical operation of the building contract facilities at the following: • All non-emergency requests should be sent as work order requests through Cartegraph at https://cartegraph.pitkincounty.com/Cartegraph/IntemalRequest. • For emergency issues please contact facilities at (970) 920-5377 during regular business hours. • Between hours of bpm-ham call our standby technician at (970) 471-8392 (emergencies after-hours only). 9) Non-Assignment: This lease agreement and the rights arising under it shall not be assigned or transferred by Alpine Legal Services. 10) Occupancy Requirement: Pitkin County leases space in the Schultz Health & Human Services Building to non-profit agencies that help further the community's access to health and human services. In order to best meet community needs, the County holds the right to cancel any lease agreement with a tenant that does not occupy their space and actively provide services to the community on an ongoing basis. Any lease for office space that is not actively used over the period of three months will be reviewed and the lease may be revoked by the County. I l) Binding Effect: This lease agreement shall be binding upon the parties hereto, their respective 2 heirs, successors and assigns. 12) Covenant of Non-Interference: Alpine Legal Services agrees to undertake its activities in the leased premises in a manner which will not interfere with other tenants and activities in the building. 13) Utilities: The County/Lessor shall supply heating and electricity to the leased premises at no additional charge. 14) Phones and data: Alpine Legal Services shall provide its own phone service and Internet connections. 15) Use of Photocopier: The County/Lessor shall supply an operating photocopying machine and copying paper for the use of tenants at a cost of$0.02 per copy. This will be billed quarterly. 16) Termination for Cause and Unsuitability: In the event that the Lessee/Agency shall default by failing to perform, keep and observe any of the terms, covenants or conditions herein contained on its part to be performed, as determined by the County, or the building or leased premises become damaged or un-tenantable for any reason during the term hereof, the County/Lessor shall have the right to declare this lease terminated and require Alpine Legal Services to vacate the premises, whereupon the parties shall have no further obligations hereunder. 17) Indemnification: Lessee/Agency shall indemnify, hold harmless and, not excluding the County/Lessor's right to participate, defend the County/Lessor and its officers, officials, agents, and employees (hereinafter referred to as "County/Lessor") from and against any and all liabilities, claims, actions, damages, losses, or expenses including without limitation reasonable attorneys' fees and costs, (hereinafter referred to as "claims") for bodily injury or personal injury including death, or loss or damage to tangible or intangible property caused, or alleged to be caused, in whole or in part, by the negligent or willful acts or omissions of Lessee/Agency or any of its County/Lessor's, officers, directors, agents, employees or contractors, arising out of or related to Lessee/Agency's occupancy and use of the Leased Premises. It is the specific intention of the parties that the County/Lessor shall, in all instances, except for claims arising solely from the negligent or willful acts or omissions of the County/Lessor, be indemnified by Lessee/Agency from and against any and all claims. It is agreed that Lessee/Agency will be responsible for primary loss investigation, defense and judgment costs where this indemnification is applicable. In consideration for the use and occupancy of the Leased Premises, the Lessee/Agency agrees to waive all rights of subrogation against the state, its officers, officials, agents and employees for losses arising from the use, occupancy or condition of the Leased Premises. 18) Non-Waiver: The parties hereto understand and agree that the County/Lessor is relying on, and does not waive or intend to waive by any provision of this Contract, the monetary limitations or any other rights, immunities, and protections provided by the Colorado Governmental Immunity Act et seq., as from time to time amended, or otherwise available to the County/Lessor, its subsidiary, associated and/or affiliated entities, successors, or assigns; or its elected officials, 3 employees, agents, and volunteers. 19) Insurance Requirements: Lessee/Agency shall procure and maintain for the duration of the Lease, insurance against claims for injury to persons or damage to property which may arise from or in connection with this Lease. The insurance requirements herein are minimum requirements for this Lease and in no way limit the indemnity covenants contained in this Lease. The County/Lessor in no way warrants that the minimum limits contained herein are sufficient to protect the Lessee/Agency from liabilities that might arise out of this Lease. Lessee/Agency is free to purchase such additional insurance as Lessee/Agency determines necessary. A. Minimum Scone and Limits of Insurance: Lessee/Agency shall provide coverage with limits of liability not less than those stated below. An excess liability policy or umbrella liability policy may be used to meet the minimum liability requirements provided that the coverage is written on a"following form"basis. a. Commercial General Liability — Occurrence Form Policy shall include bodily injury, property damage and liability assumed under an Insured Contract including defense costs. i. The policy shall be endorsed to include the following additional insured language: " County/Lessor, its subsidiary, parent, associated and/or affiliated entities, successors, or assigns, its elected officials, trustees, employees, agents, and volunteers shall be named as additional insureds with respect to liability arising out of the activities performed by, or on behalf of the Contractor". ii. A Waiver of Subrogation shall apply in favor of the County/Lessor, its subsidiary, parent, associated and/or affiliated entities, successors, or assigns, its elected officials, trustees, employees, agents, and volunteers. Minimum Limits: General Aggregate $ 2,000,000 Products/Completed Operations Aggregate $ 2,000,000 Each Occurrence Limit $ 1,000,000 Personal/Advertising Injury $ 1,000,000 Fire Damage Expense $ 1,000,000 Premises Medical Expense (Each Person) $ 5,000 b. Property Insurance i. Tenant shall be responsible for insuring its own property. ii. The County/Lessor shall be named as a loss payee on property coverage for tenant improvements and betterments. iii. Property insurance shall be written on a Covered Cause of Loss-Special Form, replacement cost coverage, including coverage for flood and earth movement. 4 iv. A waiver of subrogation applies in favor of the County/Lessor for any Lessor Property. Coverage for Lessee/Agency's Tenant 100%replacement cost Improvements, Fixtures Coverage for Loss of Rents Amount equal to all Minimum Annual Rent and other sums payable under the lease c. Worker's Compensation and Employers' Liability Minimum Limits: Coverage A (Workers' Compensation) Statutory Coverage B (Employers Liability) $ 100,000 $ 100,000 $ 500,000 B. Additional Insured Requirements: The policies shall include, or be endorsed to include, the following provisions: a. On insurance policies where the County/Lessor is named as an additional insured, the County/Lessor shall be an additional insured to the full limits of liability purchased by the Lessee/Agency even if those limits of liability are in excess of those required by this Lease. C. Notice of Cancellation: Each insurance policy required by the insurance provisions of this Contract shall provide the required coverage and shall not be suspended, voided or canceled except after thirty (30) days prior written notice has been given to the County/Lessor, except when cancellation is for non-payment of premium, then ten (10) days prior notice may be given. Such notice shall be sent directly to: Jodi Smith, Facilities Director 485 Rio Grande Place, Unit#101 Aspen, Colorado, 81611 Fax (970)920-5285 i odi.smith(dpi tkincountv.com If any insurance company refuses to provide the require notice, the Contractor or its insurance broker shall notify the County/Lessor of any cancellation, suspension, non-renewal of any insurance within seven (7)days of receipt of insurers' notification to that effect. D. Acceptability of Insurers: Insurance is to be placed with insurers duly licensed or authorized to do business in the state of Colorado and with an "A.M. Best" rating of not less than A- VII. The County/Lessor in no way warrants that the above-required minimum insurer rating is sufficient to protect the Contractor from potential insurer insolvency. 5 E. Verification of Coverage: Lessee/Agency shall furnish the County/Lessor with certificates of insurance(ACORD form or equivalent approved by the County/Lessor) as required by this Lease. The certificates for each insurance policy are to be signed by a person authorized by that insurer to bind coverage on its behalf. All certificates and any required endorsements are to be received and approved by the County/Lessor before the Lease commences. Each insurance policy required by this Lease must be in effect at or prior to commencement of this Lease and remain in effect for the duration of the Lease. Failure to maintain the insurance policies as required by this Lease or to provide evidence of renewal is a material breach of contract. All certificates required by this Lease shall be sent directly to: Jodi Smith, Facilities Director 485 Rio Grande Place, Unit#101 Aspen, Colorado, 81611 Fax(970) 920-5285 i odi smith(a�pitkincountv.com The Pitkin County Facilities Department, Lease agreement number, and location description are to be noted on the certificate of insurance. The County/Lessor reserves the right to require complete. certified copies of all insurance policies and endorsements required by this Lease at any time. DO NOT SEND CERTIFICATES OF INSURANCE TO THE COUNTY/LESSOR's RISK MANAGEMENT DEPARTMENT. F. Approval: Any modification or variation from the insurance requirements in this Agreement shall be made by Risk Management, whose decision shall be final. Such action will not require a formal contract amendment,but may be made by administrative action. 20)Terminationo This agreement may he terminated at any time for any cause by either party by 30- day written notice to the other party at the addresses set forth heloW. 21)Removal of Property: It shall be the responsibility of the Alpine Legal Services at its own sole cost and expense, within Live days after the expiration of this Agreement, to remove office equipment from the premises. Any equipment not removed within this period of time shall be conclusively deemed to be abandoned by Alpine Legal Services and shall become the property of the County/Lessor. 22) Attorney's Fees: In the event legal action is necessary to enforce any of the provisions of this Agreement, the substantially prevailing party shall be entitled to its costs and reasonable attorney's fees. 23)Grant Award Contingency: The Alpine Legal Services acknowledges that occupancy of the 6 premises is contingent upon satisfactory and timely compliance with the terms, obligations and provisions set forth in the Grant Award Agreement and that the parties' rights and obligations pursuant to this Lease Agreement will terminate automatically upon termination or cancellation of the Grant Award Agreement between Pitkin County and the Alpine Legal Services. Termination of this Lease Agreement shall occur upon thirty (30) days written notice to the address set forth below. Upon termination of this Lease Agreement, Lessee/Agency shall vacate the premises. Lessee/Agency shall be responsible to County/Lessor for the cost of repairs, legal fees, advertising and any other costs incurred in preparing the premises for re- renting. 24)Notice. Any notice required or permitted under this Agreement shall be in writing and shall be hand-delivered or sent by registered or certified regular mail, postage pre-paid to the addresses of the parties as follows. For the purpose of counting days for the notice period, the period shall commence three days from the date of the postmark of the letter as mailed. Each party by notice sent under this paragraph may change the address to which future notices should be sent. Electronic delivery of notices shall also be deemed sufficient and considered delivered upon receipt of confirmation of delivery on the part of the sender. The address for the Lessor and the Lessee for notice are as follows: To Lessor: With a Copy To: Board of County Commissioners of Pitkin County John M. Ely, Esq. C/O Facilities Director Pitkin County Attorney's Office 485 Rio Grande Place#101 123 Emma Rd. Ste.204 Aspen, Colorado 81611 Basalt, Colorado 81621 To Lessee/Agency: Kimberly Gent. Esq. Alpine Legal Services 405 Castle Creek Rd. Aspen, CO 81611 25)Severability: If any provision of this lease shall be declared invalid or unenforceable, the remainder of the lease shall continue in full force and effect. 7 IN WITNESS WHEREOF, the parties hereto have caused this agreement to be executed as of the latest date written below. LESSEE: ALPINE LEGAL SERVICES By - - -- Z/AY (LC. Kimberly Gent, Esq. Date Executive Director, Alpine egal Services PITKIN COUNTY, COLQRADO: •ri 7- 4-& Jodi Smi .� Date Pitkin Co�rty Facilities Director JonBy i acock, Date County Manager By --s_ //)/ John Ely„.-- Date County_Artumey Rq {1WI a4 s ' Pitt “I toil?! 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