Loading...
HomeMy WebLinkAboutDPDA Office Space Lease Agreement OFFICE SPACE LEASE AGREEMENT THIS LEASE AGREEMENT is made and entered into this Z. 2-day of December, 2011, by and between the City of Pasco, Washington, a Municipal Corporation, hereinafter referred to as "City ", and the Downtown Pasco Development Authority, a non - profit Washington Corporation, hereinafter referred to as "DPDA." IN CONSIDERATION of the mutual covenants contained herein and other valuable consideration, it is agreed as follows: 1. Premises. City does hereby lease to DPDA, upon the following terms and conditions those areas within that building designated as the "Old Pasco Post Office" located at 401 W. Lewis St. Pasco, more particularly described in Exhibit A attached hereto and incorporated herein by, consisting of approximately 1,200 square feet as designated on the drawing attached hereto and incorporated herein by this reference as Exhibit B, hereinafter referred to as the "Premises." 2. Term. The term of this Lease shall be for five (5) years commencing on the 1St day of January 2012, and ending on the 31 day of December 2016. The Parties may agree to extend the lease term for a maximum period of five (5) years by executing a written amendment hereto, and upon negotiation of a reasonable rent for the extended term. 3. Rent. DPDA shall pay to City a total annual rent of $6,000.00 per year. Rent is payable on or before the first day of January each and every year, in advance for that year's occupancy of the Premises. Rent for any period less than one (1) year shall be prorated based upon the number of days in said period. 4. Leasehold Excise Tax. DPDA shall pay any leasehold excise tax due pursuant to RCW 84.29A to the City on or before the first day of January during each year of this Agreement. If the State of Washington changes the leasehold excise tax or an additional tax is imposed on such leasehold, the tax payable by the DPDA shall be correspondingly changed. 5. Use. DDPA shall use the premises for the following purposes and no others without the prior written consent of the City: Business Office. No other uses, activities, or operations shall be conducted by the DPDA from the leased Premises without first obtaining the prior written consent of the City. DPDA shall maintain the Premises in clean and sanitary conditions, free of fire or other casualty hazards. The DPDA shall be solely responsible for the security, maintenance, and protection of its property stored at the Premises. 6. Insurance. DPDA shall procure and maintain for the duration of the Agreement, insurance against claims for injuries to persons or damage to property which may arise from or in connection with the DPDA's operation and use of the Farmers Market. Insurance shall conform to the following: DPDA Lease Agreement - 1 A. Minimum Scope of Insurance DPDA shall obtain insurance of the types described below: 1. Commercial General Liability insurance shall be written on Insurance Services Office (ISO) occurrence form CG 00 01 and shall cover premises and contractual liability. The City shall be named as an insured on Lessee's Commercial General Liability insurance policy using ISO Additional Insured - Managers or Lessors of Premises Form CG 20 11 or a substitute endorsement providing equivalent coverage. 2. Property insurance shall be written on all risk basis. B. Minimum Amounts of Insurance DPDA shall maintain the following insurance limits: 1. Commercial General Liability insurance shall be written with limits no less than $1,000,000 each occurrence, $2,000,000 general aggregate. 2. Property insurance shall be written covering the full value of DPDA's property and improvements with no coinsurance provisions. C. Other Insurance Provisions The insurance policies are to contain, or be endorsed to contain, the following provisions for Commercial General Liability insurance: 1. DPDA's insurance coverage shall be primary insurance as respect the City. Any Insurance, self - insurance, or insurance pool coverage maintained by the City shall be excess of the DPDA's insurance and shall not contribute with it. 2. DPDA's insurance shall be endorsed to state that coverage shall not be cancelled by either party, except after thirty (30) days prior written notice by certified mail, return receipt requested, has been given to the City. D. Verification of Coverage DPDA shall furnish the City with original certificates and a copy of the amendatory endorsements, including but not necessarily limited to the additional insured endorsement. E. Waiver of Subrogation DPDA and City hereby release and discharge each other from all claims, losses and liabilities arising from or caused by any hazard covered by property insurance on or in connection with the premises or said building. This release shall apply only to the extent that such claim, loss or liability is covered by insurance. DPDA shall be solely responsible for the loss, damage, or casualty to its personal property located at the Premises, regardless of cause. DPDA is encouraged to secure "content's coverage" insurance for DPDA personal property. 7. Indemnity and Hold Harmless. DPDA agrees to indemnify and hold the City harmless as provided herein to the maximum extent possible under the law. Accordingly, the DPDA agrees for itself, successors and assigns, to defend, indemnify and hold harmless the City, its appointed and elected officials, and employees from and against liability for all claims, damages, suits, and judgments including the cost of defense thereof, for injury to person, death, or property damage which is caused by, arises out of, or is incident to the DPDA's exercise of its rights and privileges as granted by this Agreement, except to the extent of the City' s sole negligence. DPDA Lease Agreement - 2 8. Assignment or Sublet. DPDA shall not assign or transfer this Agreement or any interest therein, nor sublet the whole or any part of the Premises, not grant an option for assignment, transfer or sublease for the whole or any part of the Premises, nor shall this Agreement or any interest therein be assignable or transferable by operation of law, or by any process or proceeding of any Court or otherwise without the prior written consent of the City. 9. General Provisions. For the purpose of this Agreement, time is of the essence. In the event of a dispute regarding the enforcement, breach, default or interpretation of this Agreement, the parties shall first meet in a good faith effort to resolve such dispute. In the event the dispute cannot be resolved by agreement of the parties, said dispute shall be resolved by arbitration pursuant to RCW 7.04A, as amended, and the Mandatory Arbitration Rules (MAR); venue shall be placed in Franklin County, Washington, the laws of the State of Washington shall apply; and the prevailing party shall be entitled to its reasonable attorney fees and costs. 10. Entire Agreement. This Agreement contains the entire agreement between the parties, and no modification of this Agreement shall be binding upon the parties unless evidenced by an agreement in writing signed by the City and the DPDA after the date hereof. IN WITNESS WHEREOF, the Parties have executed this Agreement on the date and year first written ab . CIT ` 0 ' PA 0 ir ftINWIL G. Cru c Ay/Tanager DOWNTOWN PASCO DEVELOPMENT AUTHORITY Michael Miller, President DPDA Lease Agreement - 3