08-24-2004 EAGLE RIVER FIRE PROTECTION DISTRICT AVON FIRE STATION INTERGOVERNMENTAL LEASE AGREEMENTAVON FIRE STATION
INTERGOVERNMENTAL LEASE AGREEMENT
This Intergovernmental Lease Agreement ("Agreement") is made and entered into
this aqlt-' day of S 2004, by and between the EAGLE RIVER FIRE
PROTECTION DISTR T, a quasi-municipal corporation of the State of Colorado
("District") and the TOWN OF AVON, a municipal corporation and political subdivision
of the State of Colorado ("Town"), collectively referred to as "Parties".
RECITALS
WHEREAS, the District is a special district organized and existing under the
Special District Act, Section 32-1-101, C.R.S., et seq.; and
WHEREAS, the Town is a municipality organized and existing under the laws of
the State of Colorado; and
WHEREAS, Section 18(2)(a), Article XIV of the Colorado Constitution, Section
29-1-203, C.R.S., Section 31-15-101, C.R.S., and Section 32-1-1001, C.R.S., provide for
the ability of the District and the Town to enter into contracts and agreements with one
another to provide intergovernmental services and facilities, and to lease real and
personal property, when so authorized by their governing bodies; and
WHEREAS, the Town is the fee owner of the real property and fire station
improvements and appurtenances described on Exhibit A attached hereto and
incorporated herein by this reference ("Fire Station Property"); and
WHEREAS, the Town desires to lease the Fire Station Property to the District,
and the District desires to lease the Fire Station Property from the Town; and
WHEREAS, the Parties jointly agree that this Lease Agreement will serve the
health, safety and welfare of all citizens within their jurisdictions.
NOW, THEREFORE, in consideration of the mutual covenants, understandings
and agreements hereinafter set forth, the adequacy of which is hereby acknowledged, the
District and the Town agree as follows:
1. TERM OF LEASE. Effective as of the date of this Lease Agreement, and
for good and valuable consideration received and hereby acknowledged as adequate by
the Parties, the District shall lease the Fire Station Property from the Town for ninety-
nine (99) years or for such shorter useful life as the Fire Station Property has, or upon
exercise of the reverter described below.
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2. USE OF PROPERTY. The District shall use the Fire Station Property
only for legally permissible activities in connection with the provision of fire protection
and emergency services and such other purposes as are customarily incident thereto.
3. REVERTER. In the event the District no longer utilizes the Fire Station
Property for such fire protection purpose, then this lease shall terminate, and all rights
shall revert to the Town.
4. INSURANCE AND INDEMNIFICATION. During the term of this
Lease Agreement, the District shall carry general liability and property insurance on the
Fire Station Property in the estimated amount of the replacement value of the
improvements thereon, and shall name the Town as additional insured under such
property and general liability insurance. The District agrees to indemnify and hold the
Town harmless against any damage, loss, claim or liability resulting from the District's
use of the Fire Station Property.
5. MAINTENANCE AND REPAIR. The District assumes and agrees to
pay all expenses connected with the existence and operation of the Fire Station Property
during the term of the lease. The District shall be responsible for the costs of all its
utilities for the operation of the Fire Station Property, including but not limited to, water,
sewer, trash removal, gas, electricity and telecommunications, including but not limited
to, telephone, cable TV, internet access, etc. Should the Fire Station Property be
destroyed or damaged, the resulting insurance proceeds shall flow to the District if the
District repairs or rebuilds the fire station improvements on the Fire Station Property, but
to the Town if the District elects to terminate the lease and not repair or rebuild such
improvements on the Fire Station Property. Each Party shall be responsible for any
negligent damage caused by such Party or its employees or agents in the use of the Fire
Station Property. The District shall be responsible for the costs of maintaining
equipment, supplies, and tools necessary to provide fire protection and emergency
services to the District's service area.
6. STRUCTURAL CHANGES AND IMPROVEMENTS. The Parties
recognize that there may be improvements required at the Fire Station and agree that they
will negotiate in good faith to develop a plan for any improvements. All future
significant improvements to the Fire Station will be subject to review and approval by
each of the respective Parties. Such approval shall not be unreasonably withheld or
delayed. The Parties shall cooperate jointly in developing, approving and financing of
any Fire Station improvements that enhance the health and safety of firefighters or the
delivery of fire protection and emergency services.
7. WARRANTIES. The Town hereby represents and warrants that neither
the execution of this Lease Agreement nor the consummation of the transactions
contemplated hereby shall:
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i. Violate any provision of law or judgment, writ, injunction, order, or
decree of any court or governmental authority relating to the Town;
or
ii. Result in the creation or imposition of any lien or encumbrance upon
the Fire Station Property or breach any instrument affecting the Fire
Station Property except this Lease and the rights granted to the
District by it; or
iii. Result in or constitute a breach or default (or an occurrence which,
by the lapse of time and/or the giving of notice, would constitute a
breach or default) under any indenture, contract, other commitment
or restriction to which it is bound; or
iv. Require any consent, vote, or approval which has not been or, at the
time of the transaction involved, shall not have been given or taken.
The Town warrants that while no default exists, the District shall
occupy the Fire Station Property in peaceful and quiet possession.
8. TERMINATION. Either Party may serve upon the other, written notice
of termination of this Lease Agreement, which termination shall thereupon become
effective at the end of 60 days following the date of proper notice.
9. NOTICES. All notices, requests, demands, consents and other
communications hereunder shall be transmitted in writing and shall be deemed to have
been duly given when hand-delivered or sent by certified, United States mail, postage
prepaid, with return receipt requested, addressed to the parties as follows:
Eagle River Fire Protection District
c/o Charles A. Moore, Fire Chief
P.O. Box 7980
Avon, Colorado 81620
With a copy to:
James P. Collins, Esq.
Collins Cockrel & Cole
390 Union Boulevard, Suite 400
Denver, CO 80228-1556
of
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Town of Avon
Town Manager
P.O. Box 975
Avon, Colorado 81620
With a copy to:
John W. Dunn, Esq.
Dunn & Causey, L.L.C.
P.O. Box 7717
Avon, Colorado 81620
Either party may change the address at which it receives written notice, by
so notifying the other party in writing in the manner provided herein.
10. SEVERABILITY. Invalidations of any of the provisions of this Lease
Agreement, or of any paragraph, sentence, clause, phrase, or word herein, or the
application thereof, in any given circumstance, shall not affect the validity of the
remainder of this Agreement.
11. BINDING EFFECT. This Lease Agreement shall be immediately binding
upon and inure to the benefit of each party and its respective successors and permitted
assigns.
12. GOVERNING LAW. This Lease Agreement shall be construed in
accordance with the laws of the State of Colorado.
This Lease Agreement is executed as of the date first indicated above.
TOWN OF AVON, a municipal
corporation and political subdivision of
the State of Colorado
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Name &LgE T `L -1-P WA
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STATE OF COLORADO )
ss.
COUNTY OF EAGLE )
The foregoing Intergovernmental Lease Agreement was acknowledged before me
this a- k_ day of - , 2004, by `i1) •rA na S as _ff U-p-
of the Town o Avon, a municipal corporation a political subdivis'on of the
State of Colorado.
My Commission expires:
Notary ub is
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My Commission Expires 04J08f2008
STATE OF COLORADO )
ss.
COUNTY OF EAGLE )
EAGLE RIVER FIRE PROTECTION
DISTRICT, a quasi-municipal
corporation of the State of Colorado
By
Name , A(iV -e`er 0G`~-
Title
The foregoing Intergovernmental Lease Agreement was acknowledged before me
; -
this tr day of 1____ ? 2004, by t I: 1 as 11
of the Eagle River Fire Protection District, a quasi-municipal corporation of the State of
Colorado.
Notary Public \
My Commission expires: {l-
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My Commission Expires 911812005
EXHIBIT A
A portion of Tract G, Benchmark at Beaver Creek Subdivision, Eagle
County, also known as 351 Benchmark Road, Avon, Colorado
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