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TC Res. No. 2006-30 APPROVING A LEASE BETWEEN THETOWN OF AVON, COLORADO RESOLUTION 06-30 SERIES OF 2006 A RESOLUTION APPROVING A LEASE BETWEEN THE TOWN AND STONE CREEK ELEMENTARY SCHOOL WHEREAS, Stone Creek Elementary School has requested that the Town enter into a STONE CREEK ELEMENTARY SCHOOL LEASE BETWEEN TOWN OF AVON AND STONE CREEK ELEMENTARY ("the School Lease") whereby the Town will lease Lot 5, The Village at Avon, Filing 1 ("Lot 5"), to Stone Creek Elementary for a term from July 1, 2006, to June 31, 2007; and WHEREAS, Lot 5 is currently designated as a public works site pursuant to the Annexation and Development Agreement for The Village (at Avon); and WHEREAS, by Resolution No. 06-29 the Town Council approved a LICENSE AGREEMENT between the Town and Traer Creek RP,.LLC to provide to the Town an alternative public works site during the term of the School Lease; NOW, THEREFORE, BE IT RESOLVED: 1. The School Lease, a copy of which is filed with the minutes of this meeting, is hereby approved. 2. All action heretofore taken by the officers of the Town of Avon relating to the same is hereby ratified, approved and confirmed. 3. This Resolution is contingent upon the adoption of Resolution No. 06-29. ADOPTED at a regular meeting of the Town Council of theTown of Avon the 13th day of June, 2006. r ®~11 OF P Ronald C. Wolfe, Mayor `S E A L ATAMTCkenny,WfQ TOWN OF AVON, COLORADO RESOLUTION 06-30 SERIES OF 2006 A RESOLUTION APPROVING A LEASE BETWEEN THE TOWN AND STONE CREEK ELEMENTARY SCHOOL WHEREAS, Stone Creek Elementary School has requested that the Town enter into a STONE CREEK ELEMENTARY SCHOOL LEASE BETWEEN TOWN OF AVON AND STONE CREEK ELEMENTARY ("the School Lease") whereby the Town will lease Lot 5, The Village at Avon, Filing 1 ("Lot 5"), to Stone Creek Elementary for a term from July 1, 2006, to June 31, 2007; and WHEREAS, Lot 5 is currently designated as a public works site pursuant to the Annexation and Development Agreement for The Village (at Avon); and WHEREAS, by Resolution No. 06-29 the Town Council approved a LICENSE AGREEMENT between the Town and Traer Creek RP, LLC to provide to the Town an alternative public works site during the term of the School Lease; NOW, THEREFORE, BE IT RESOLVED: The School Lease, a copy of which is filed with the minutes of this meeting, is hereby approved. 2. All action heretofore taken by the officers of the Town of Avon relating to the same is hereby ratified, approved and confirmed. 3. This Resolution is contingent upon the adoption of Resolution No. 06-29. ADOPTED at a regular meeting of the Town Council of the Town of Avon the 13th day of June, 2006. AT T: ` ; S E A 1l 91 a w Ronald C. Wolfe, Mayor I/ STONE CREEK ELEMENTARY SCHOOL LEASE BETWEEN TOWN OF AVON AND STONE CREEK ELEMENTARY 1. PARTIES. The parties to this Lease are the TOWN OF AVON, COLORADO (Town), a Colorado municipal corporation, and STONE CREEK ELEMENTARY (School), a Colorado Nonprofit Corporation. 2. PURPOSE AND AUTHORITY. The parties enter into this Lease for the benefit of the School for the education of the children of Eagle County. C.R.S. § 31-15- 713(1)(c) grants to the Town the right to enter into this Lease. 3. PREMISES. The Town hereby leases to the School the surface rights for the property described as Lot 5, The Village at Avon, Filing 1 (Premises), situated in the Town of Avon, Colorado. Attached as Exhibit A is a schematic map depicting the building, parking lot, playground, utililities and other improvements, all of which shall have the prior approval of the Town staff. Attached as Exhibit B are elevations of the building including depiction of its exterior construction. 4. COVENANT OF QUIET ENJOYMENT. The Town warrants that it owns the Premises in fee simple; that the property is clear and clear of all liens and encumbrances; and that it has the full right and authority to enter into this Lease. The Town warrants that the School shall enjoy the possession and use of the Premises in peace and without disturbance or interference. 5. TERM OF LEASE. This Lease shall commence on July 1, 2006 and shall continue for a period of one year, ending June 31, 2007. The Premises are currently in use by the Town for snow storage and in the future will be a permanent public works site. During the term of this Lease and for the term of this Lease, the Town will enter into a lease with Traer Creak RP, LLC for a replacement site described as a part of Tract B, The Village (at Avon), Filing 3. Upon termination of that lease, the Town will have an immediate need for the premises which is recognized by the School. This Lease will therefore not be renewed or extended for any reason. The School will inform its teachers, parents and students of this provision and will actively discourage them from any efforts, whether before the Town's council or in the press, seeking extension or renewal of this Lease. The School will provide the Town with quarterly written reports describing its efforts at locating a permanent site. 6. RENT. The School shall pay rent of TWENTY-ONE THOUSAND TWO HUNDRED Dollars ($21,200) per year, $5,000 of which shall be due and payable on the first day of the Lease, and the balance of which shall be due and payable on October 15, 2006. The School shall also pay any real property taxes assessed against the Premises and any additional insurance costs incurred by the Town. 7. OBLIGATIONS OF THE SCHOOL. 7.1 Use Restriction. The School shall use the Premises only for school purposes and in compliance with any and all restrictions contained in its Charter and state law, any and all restrictions contained in the approval of a special review use by the Town and any and all restrictions contained in the approval,of the The Village Design Review Board. The School shall establish and maintain an outreach program for "at-risk" children and shall provide evidence thereof to the Town along with quarterly reports as to the success of that program. Any non-scholastic use of the Premises shall have the prior approval of the Town staff. In the event the School persists in using the Premises for, a-purpose other than school purposes in violation of this Lease or violates the restrictions as aforesaid, the Town may terminate this Lease by giving prior written notice of the violation. The School shall then cease using the Premises for the remainder of the term. 7.2 Right to Cur f. Upon receipt of a notice of violation or presumption of abandonment, the School shall have the right to'cure such violation within 10 days of such notice before the Town may terminate the School's leasehold interest for violation or initiate a civil action in the District Court for Eagle County, Colorado. 7.3 Purchase of Improvements. When this Lease is terminated, the School shall remove any and all improvements that it may have erected on the Premises and restore said premises to essentially the same condition which existed at the inception of this Lease, to the satisfaction of the Town. The School shall provide a restoration bond in the amount of $250,000, in the form of cash; letter of credit or other security acceptable to the Town in its sole discretion, to guarantee its compliance with this Subparagraph. 8. INDEMNIFICATION AND LIABILITY INSURANCE. To the extent permitted by law, the School shall indemnify, and keep harmless the Town from: 1) any expense incurred by the Town in entering into and performing this Lease; 2) any and all losses, damages, charges or claims arising out of the operation of a school facility on Town property, including without limitation from any violations of The Village Design Review Board and Town approvals, the School's Charter or state law ; 3) any and all losses, damages, charges or claims resulting-from personal injury, death or- property-damages occurring on the Premises; and 4) any costs, including attorney's fees, whether of the Town Attorney or other attorneys, relating to 2) through 4) above. 8.1 The School shall place and maintain at all times, at its sole expense, a general liability insurance policy'with respect to the Premises in which the limits of liability shall be not less two million dollars ($2,000,000) for each occurrence and with an annual aggregate coverage of not.less than five million ($5,000,000). 8.2 All general liability insurance required of the School shall include the Town as an additional insured and shall include a provision requiring the insurer to give the Town thirty (30) days notice prior to cancellation. 8.3 Certificates of insurance issued by the insurer shall be filed by the School with the Town within 10 days after the date of this Lease is executed by the School. 9. PROPERTY INSURANCE. The School shall obtain and maintain during the term of the Lease and any renewal period, property insurance in an amount equal to or greater than the current appraised value of the school buildings and other improvements on the Premises to insure said improvements with respect to fire, flood, and other typical local hazards, and certificates of such insurance issued by the insurer shall be filed by the School with the Town within 10 days after the date of completion of the building and other improvements. The School agrees that if any or all of said improvements are damaged or destroyed, said damage shall be promptly repaired or replacement improvements promptly erected on the Premises by the School, applying thereto any insurance payments received by it; provided, however, that if said damage or destruction exceeds 50% of the current appraised value of said improvements, the School shall be required to repair or replace said improvements only in the event it is reasonable at that time for it to continue operating a school on the Premises. 10. UTILITIES. The School shall be responsible for all utilities furnished for the Premises. 11. MAINTENANCE. The School shall keep and maintain the Premises, including improvements and vegetation, in a good clean and healthful condition, making repairs as necessary at its sole cost and expense. The School shall be responsible for snow removal at is sole cost and expense. 12. IMPROVEMENTS. The School may, with consent of the Town staff and at its sole cost and expense, at any time and from time to time make such alterations, changes, replacements, improvements and additions to the Premises and the buildings and improvements thereon as it may deem desirable, including the demolition of any building. improvement, and-/or-structure that now or-hereafter may be situate or erected on the Premises, provided that the use of the Premises as a school site is not thereby permanently terminated or abandoned, nor curtailed for a period of time longer than reasonably required to effect such alterations, changes, replacements, improvements, or additions. 13. LIENS. The School shall not suffer or permit a lien to be asserted or filed against the Premises arising out of its operations or activities. If a lien is asserted or filed against the Premises, the School shall promptly cause the lien to be removed. Upon failure to do so, the Town may satisfy and cause the lien to be removed and the School agrees to reimburse the Town on demand for the costs and expenses of any such proceeding. j 14. CONSULTATION. The parties acknowledge that, over the term of this Lease issues may arise concerning implementation of this Lease that the parties have not now contemplated. Recognizing that a high level of cooperation between the parties is necessary, and desirable, the parties agree to consult with each other from time to time concerning this Lease. The parties further agree that their respective representatives will meet to conduct such consultation upon 10 days written request given by one ' party to the other party. In addition, each party shall from time to time designate in writing such party's "contact person" for all matters involving the administration of this Lease. 15. NOTICES. Any notice required or permitted by this Lease shall,be in writing and shall be deemed to have been sufficiently given for all purposes if sent by certified or registered mail, postage and fees prepaid, addressed to the party to whom such notice is intended to be given at the address set forth on the signature page below, or at such other address as has been previously furnished in writing to the other party or parties. Such notice shall be deemed to have been given when deposited in the U.S. Mail. 16. DEFAULT AND/OR TERMINATION. All terms and conditions of this Lease are considered material. In the event that either party defaults in the performance of any of the covenants or agreements to be kept, done or performed by and under the requirements of this Lease, the non-defaulting party shall give the defaulting party written notice of such default, and if the defaulting party fails, neglects or refuses for a period of more than 10 days thereafter to cure the default, then the non-defaulting party, without further notice, may, in addition to any other remedies available to it, . terminate all rights and privileges granted in this Lease and this Lease shall be of no further force or effect. If the non-defaulting party elects to treat this Lease. as being in full force and effect, the non-defaulting party shall have the right to an action for damages. The Town further shall be entitled, in the event of default, 1) to correct the default itself and to assess the cost thereof to the School, together with interest at the rate of eighteen (18) percent per annum accruing from the time of assessment and 2) . to collect interest at the rate of eighteen (18) percent per annum from the time of default in the event of any monetary default. 7.1"-, WAIVER OF BREACH. -The waiver by any party to this Lease of a breach of any term or provision of this Lease shall not operate or be construed as a waiver of any subsequent breach by any party. 18. ASSIGNMENT. Neither party to this Lease shall transfer or assign any interest in the Premises without first obtaining the written consent of the other party. 19. SEVERABILITY. If any provision of this Lease or its application is finally determined to be invalid, -void; or unenforceable by a court of competent jurisdiction, such provision shall be deemed to be severable, and all other provisions of this Lease shall remain fully enforceable, and this Lease shall be interpreted in all respects as if such provisions were omitted. J 20. PARAGRAPH CAPTIONS. The captions of the paragraphs are set forth only for convenience and reference, and are not intended in any way to define, limit, or describe the scope or intent of this Lease. 21. ADDITIONAL DOCUMENTS OR ACTION. The parties agree to execute any additional documents and to take any additional action necessary to carry out this Lease. 22. INTEGRATION AND AMENDMENT. This Lease represents the entire agreement between the parties and there are no oral or collateral agreements or understandings. This Lease may be amended only by an instrument in writing signed by the parties. 23. NO THIRD PARTY BENEFICIARIES. None of the terms, conditions or covenants set forth in this Lease shall give or allow any claim, benefit or right of action by any third person not a party to this Lease. Any person other than the parties to this Lease who or which receive services or benefits under this Lease shall be only an incidental beneficiary. 24. GOVERNING LAW. This Lease shall be deemed to have been made in the State of Colorado, shall be construed under the laws of the State of Colorado and shall be binding upon and inure to the benefit of the successors and assigns of the parties to this Lease. 25. IMMUNITIES PRESERVED. It is the intention of the parties that this Lease shall not be construed as a contractual waiver of any immunities or defenses provided by the Colorado Governmental Immunity Act, § 24-10-101 et seq., Colorado Revised Statutes. 26. DATE. JW&J - 1 ~ , 2006 STONE CREEK ELEMENTARY SCHOOL By:_ TOWN OF AVON By. C . 4), Ronald C. Wolfe, Mayor ATTEST: IS EA L M Kenny, wn Cl P f STATE OF COLORADO ss. COUNTY OF EAGLE ) Subscribed and sworn to before me this ~`F - day of , 2006, by W M ~{-WRllh%a President of Stone Creek Elementary School, a Colorad nonprofit corporation. Witness my hand and official seal. My commission expires: Pilblic MY .s AG •P~O L 14 lar7 lao is STATE OF COLORADO ) ss. COUNTY OF EAGLE ) The foregoing document was subscribed and sworn to before me this lo- day of J , 2006, by Ronald C. Wolfe as Mayor and Patty- McKenny as Town Clerk of the To o von. My commission expires: Witness my han ~t;A•~~,~ M'~A.c T A R1-'•F2 &L N~ G 'O •.~BL~••: PO 4S . 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