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023-17 - State of WA Military Department - ContractMIL#: LX 17-007 State of Washington Military Department Bldg. 36, Camp Murray Tacoma, WA 98430-5013 Attn: Real Property Office Document Title: Lease Lessor: Washington State Military Department Lessee: City of Port Orchard (Police Dept.) FACILITY LEASE MrR 1 1 2017 CITY OF PORT ORCHARD CITY CLERKS OFFICE 1. This LEASE is made and entered into between Washington State Military Department whose address is Real Property Office, Camp Murray, Building 36, Tacoma, Washington 98430- 5013, for its administrators, successors, and assigns, hereinafter called the Lessor, and City of Port Orchard (Police Dept.) hereinafter called the Lessee. WHEREAS, the Lessor and Lessee deem it to be in the best public interest to enter into this Lease; NOW, THEREFORE, in consideration of the terms, conditions, covenants and performances contained herein, IT IS MUTUALLY AGREED AS FOLLOWS: PREMISES The Lessor hereby leases to the Lessee the following described Premises: Tax Parcel Number: A portion of 362401-1-014-200 Common Name and Street Address: 1950 Mile Hill Drive, Port Orchard, Washington 98221, ARMORY Legal Description: A portion of said parcel located at 1950 Mile Hill Drive, Port Orchard, Washington 98221, legally described as: beginning in the north quarter corner of Section 36, Township 24 North Range 1 East, Willamette Meridian, thence South 0* 12'40" west 87.22 feet to the true point of beginning; thence South 0* 11'54"West 601.71 feet more or less to the north line of Lincoln Avenue; thence North 88*52'55" West 647.65feet more or less to the point of beginning, containing 8.825 acres more or less; subject to all easements and dedications of record. Such real property is located within the real property shown in Attachment A, which is incorporated herein by this reference. The Premises are further restricted to areas described in the section 3, Use, including any exhibit thereto. USE 3. The Lessee shall have use of the 2000 square foot storage building commonly known as the "Butler Building" located directly behind the Port Orchard Armory for exclusive storage of Police Department equipment". Due to security, there will be a 25-foot buffer zone around said building. No other use will be allowed without written authorization from the Lessor. Such authorization will not be unduly delayed. TERM City of Port Orchard Page 1 of 13 LX17-007 4. TO HAVE AND TO HOLD the Premises with their appurtenances for the term beginning April 1, 2017 and ending March 31, 2018. This will be a one (1) year lease with the option to extend for an additional four (4) years. The first day of the term is the Commencement Date. CONDITION OF PROPERTY 5. Taking possession of the Property by Lessee constitutes acknowledgment by Lessee that the Property and all of its appurtenances thereto are in good and tenantable condition, in good order and repair, and in safe condition for the conduct of any activities or enterprises to be conducted on the Property pursuant to this Lease. Lessee acknowledges that Lessor has made no representations as to the condition of the Property unless such are expressly set forth in this Lease. RENT 6A. The Lessee shall pay rent to the Lessor for the Premises at the following rate and the rent will be adjusted on an annual basis effective as of the annual anniversary date using the CPI for Washington State. April 1, 2017 thru March 31, 2018 $810.00 Monthly 6B. Payment shall be made payable to the Washington State Treasurer Annually by 1 Oth day following the Commencement Date and each anniversary thereafter of the Commencement Date] Rent shall be sent to---: State of Washington, Military Department Camp Murray, Building 1 Attention: State Finance Department Tacoma, Washington 98430 If applicable, Lessee shall remit to Lessor leasehold excise tax, pursuant to RCW 82.29A, which is 12.84% of the rental payment. Leasehold excise tax shall be adjusted if there occurs an adjustment in the rental rate or leasehold excise tax rate. Said tax shall be paid the same time as payment of rent is due. LATE CHARGE 7. If any payment of rent, or any other sum due to the Lessor, is not received by Lessor by the due date, a late charge of one percent (1%) of the rent due and unpaid plus a $25.00 administration fee shall be added to the amount due and the total sum shall become immediately due and payable to Lessor. Each additional rental period that the amount due goes unpaid shall be' subject to a late charge of one percent (1%) of the rent due plus an administration fee of $25.00. Also, there shall be a charge of $25.00 for any check returned uncollectible. MAINTENANCE AND REPAIR 8A. The Lessee shall be liable for and charged for any damage it, or its agents, employees, invitees, and guests cause to the Premises during the term of the Lease. Ordinary wear and tear is not considered damage. The Lessee is responsible for keeping the Premises in as clean or cleaner condition than existed prior to any use. If debris is left on the Premises, Lessee may be City of Port Orchard Page 2 of 13 LX17-007 charged for cleaning fees. Lessor will invoice the Lessee for the reasonable costs of any repairs of damages for which it is liable and/or cleaning fees, and the Lessee shall pay said invoice within thirty (30) days of receipt. 813. The Lessor shall maintain the Premises in good repair and condition during the term of this Lease; provided Lessee shall be charged for any repair of damages for which it is liable under 8A. Upon receiving written notice from Lessee of a condition of the property requiring repair, Lessor shall inspect the area and determine if repair is in fact needed, and if needed, Lessor will endeavor to initiate and complete cure or repair such condition within a reasonable time, subject to available funding and priorities as determined in the Lessor's discretion. The Lessor reserves the right at reasonable times to inspect the Premises. ASSIGNMENT/SUBLEASE 9. The Lessee shall not assign this Lease nor sublet the Premises, and shall not permit the use of Premises by anyone other than the Lessee, its agents, employees, invitees, and guests or for any use other the use provided in section 3, Use, without the prior written consent of the Lessor, which consent can be withheld for any reason in the Lessor's lawful discretion. FIXTURES 10. During the term of this Lease, the Lessee is not permitted to attach fixtures or erect signs without the prior written approval of the Lessor. Unless otherwise agreed in a written amendment, all fixtures shall be installed and removed upon Lease termination at the Lessee's sole cost and expense. The Lessee shall be liable for the reasonable costs of any such removal including the costs of repair or restoring the Premises from such removal. RENEWAL 11. If Lessee desires to seek renewal of the Lease, it shall provide written notice to Lessor of its intention to seek renewal at least sixty (60) days prior to the expiration date of the Lease by registered or certified mail. The Lessor in its sole discretion will determine whether it desires to enter such a renewal with the Lessee, and shall endeavor to notify the Lessee of its willingness to negotiate renewal within thirty days of its receipt of the notice. If Lessor is willing to negotiate a renewal, and if negotiations between the parties have not resulted in a new Lease agreement before the expiration of this Lease, no renewal shall occur, unless the Lessor extends this deadline in writing. TERMINATION, SUSPENSION, AMENDMENT 12A. It is mutually understood and agreed by and between the Lessor and the Lessee that this Lease may be terminated by the Lessee on or after the 1 st month of its term, and any month thereafter, provided that written notice of such cancellation and termination shall have been given at least ninety (90) days prior to the effective date thereof, in which event rent shall be prorated to the date of termination. 1213. It is mutually understood and agreed that the Lessor may indefinitely suspend or terminate this Lease, in its unfettered discretion, with seven (7) day notice when such notice is practicable. Provided, if the Lessor in its discretion determines that an emergency condition exists, the Lessor may suspend or terminate the Lease immediately upon notice to the Lessee or notice City of Port Orchard Page 3 of 13 LX17-007 posted on the Premises. Upon suspension or termination, the Lessee shall immediately vacate the Premises or by such date as may be provided in the notice. Lessee shall in no way obstruct or interfere with the Lessor's use of the Premises. 12C. This Lease may be amended only by a written mutual agreement of the parties, signed by both parties by person with authority to sign. Such amendment shall not take effect until made in writing and signed by authorized representatives of the parties. CONDITION AT END OF LEASE TERM 13A. Upon cancellation or termination of this Lease, Lessee agrees to vacate the Premises immediately or by such date as Lessor otherwise provides in writing, and remove at its expense all property it owns, unless otherwise agreed in writing with the Lessor. The Lessee shall pay the costs of any such cleaning plus Lessor's administrative expenses to conduct the cleaning with thirty days of receiving an invoice. If a deposit or credit exists, the Lessor may deduct any outstanding charges from the deposit or credit. 13B. Lessee shall be responsible for all reasonable costs, expenses, and attorneys' fees associated with such termination, including, but not limited to, those costs, expenses, and attorneys' fees that the Lessor incurs for repair of damage for which Lessee is liable, cleaning for which Lessee is liable, removal of property of the Lessee and any related repair or restoration of the Premises. The costs of cleaning include Lessor's administrative expenses to conduct the cleaning. 13C. In the event Lessee does not remove trade fixtures, personal property and equipment within thirty (30) days following lease expiration or termination, Lessor may at its election (i) require Lessee to remove such property at Lessee's sole expense, and Lessee shall be liable for any damage to the property caused by such removal and the costs of restoration to a condition at least as good as the property was prior to the placement of such property on the Premises, (ii) treat said items as abandoned, retaining said properties as part of the Premises; or (iii) have the items removed and stored at Lessee's expense. Lessee shall reimburse Lessor for any damage caused to the Property by the removal and restoration, whether removal or restoration is by Lessee or Lessor within 30 days receipt of notification by Lessor. HOLDING OVER 14. If Lessee remains in possession of the Premises after the expiration or termination of the Lease term, or any extension thereof, the Lessor in its sole discretion may deem such holdover to be a month -to -month tenancy by providing written notice thereof to the Lessee. In such case, Lessee shall pay 150% of monthly rent provided for in this Lease or such other rent as the parties mutually agree to in writing and all provisions of this Lease shall apply to the month -to -month tenancy, except those pertaining to term and option to renew. Lessor may terminate the month - month tenancy upon thirty (30) days advance written notice. DISASTER 15. In the event the Leased Premises are destroyed or damaged by fire, earthquake or other casualty so as to render the Premises totally unfit for occupancy, the Lessor or the Lessee may terminate this Lease. In the event of such termination, Lessee shall be reimbursed for any unearned rent that has been paid, minus any charges that have not been paid. City of Port Orchard Page 4 of 13 LX17-007 NO GUARANTEES 16. It is understood that the Lessor has made no guarantees, express or implied, representations, promises or statements unless endorsed herein in writing. This Lease shall not be valid and binding upon the State of Washington unless it has been approved by The Adjutant General of the Military Department or his or her designee and approved as to form by the Office of the Attorney General. DISPUTE RESOLUTION 17. In the event that a dispute arises between the parties and it cannot be resolved through discussion and direct negotiation, either party may request the matter be mediated. If mediation fails to produce an agreement or the parties agreed to forgo mediation, it shall be submitted to arbitration under RCW 7.04A. All costs of arbitration shall be equally shared, and each party shall bear its own attorney's fees, if any. HOLD HARMLESS 18. To the fullest extent permitted by law, the Lessee, its successors or assigns expressly agrees to and shall indemnify, defend and hold harmless the Lessor and its agencies, officials, agents, and employees, from and against all claims, actions, costs, damages, or expenses of any nature arising out of or in connection with any acts or activities of Lessee, its employees, agents, guest, or invitees authorized by this Lease. Lessee's obligation to defend includes payment of any costs or attorneys' fees. Lessee's obligation shall not include such claims that maybe caused by the sole negligence of the Lessor and its agents and employees. If the claims or damages are caused by or result from the concurrent negligence of (a) the Lessor, its agents or employees and (b) the Lessee, its agents, employees, invitees, or guests, this indemnity provision shall be valid and enforceable only to the extent of the negligence of the Lessee, its agents, employees, invitees, or guests. The Lessee expressly agrees to waive his/her immunity under Title 51 RCW to the extent required to indemnify, defend, and hold harmless the Lessor and its agents or employees. INSURANCE 19A. Lessee shall, at all times during the term of this Lease and at its sole cost and expense, buy and maintain insurance of the types and amounts listed below, and provide proof of insurance prior to the beginning of the Lease period. In the absence of such insurance, this Lease shall be deemed void. Further, Lessee shall promptly notify Lessor of any changes, modifications, or amendments to such policies. Failure to buy and maintain the required insurance may result in the termination of the Lease at the Lessor's discretion. 19B. If applicable, all insurance and surety bonds should be issued by companies admitted to do business within the State of Washington and have a rating of A-, Class VII or better in the most recently published edition of Best's Reports. Any exception shall be reviewed and approved by the Department's Risk Manager, or the Risk Manager for the State of Washington, before the Lease is accepted. 19C. Lessee shall maintain general liability (CGL) insurance, and, if necessary, commercial umbrella insurance with a limit of not less than $1,000,000 per each occurrence. If such CGL insurance contains aggregate limits, the General Aggregate limit shall be at least twice the "each occurrence" limits. CGL insurance shall have products -completed operations aggregate limit of at least two times the "each occurrence" limits. City of Port Orchard Page 5 of 13 LX17-007 19D. CGL insurance shall be written on ISO occurrence form CG 00 01 (or a substitute form providing equivalent coverage). All insurance shall cover liability arising out of Premises, operations, independent contracts, products -completed operations, personal injury and advertising injury, and liability assumed under an insured contract (including the tort liability of another assumed in a business contract), and contain separation on insured (cross liability) condition. All policies required under this paragraph shall include and maintain the following provisions and the Lessor shall be provided written notice before cancellation or non -renewal of any insurance referred to therein, in accord with the following specifications: • Lessee shall give the State 45 days' advance notice of cancellation or non -renewal. If cancellation is due to non-payment of premium, the Lessor shall be given ten (10) days advance notice of cancellation. • The Covered Member listed on the attached Evidence of Coverage Document is a member of the Association of Washington Cities Risk Management Services Agency (AWC RMSA), which is a group of cities, towns and other districts that have come together under an interlocal agreement, as permitted under RCW 48.62 to group self -insure. • The Insurance certificate must include Military Lease Number, Readiness Center Location and endorsements. • All insurance provided in compliance with this Lease shall be primary as to any other insurance or self-insurance programs afforded to or maintained by Lessor. • By requiring insurance herein, Lessor does not represent that coverage and limits will be adequate to protect Lessee; and such coverage and limits shall not limit Lessee's liability under the indemnities and reimbursements granted to Lessor in this Lease. HAZARDOUS SUBSTANCES 20. Lessee shall not keep on or about the Premises, for use, disposal, treatment, generation, storage or sale any substances which are hazardous, toxic, harmful or dangerous, and/or which are subject to regulation as hazardous or toxic, dangerous, or as a pollutant by any federal, state, or local law, regulation, statute, or ordinance (collectively referred to herein as "hazardous substances"). Lessee shall be fully liable to the Lessor, and shall, to the extent permitted by law, indemnify, defend and save harmless the Lessor and its officials and employees, with respect to any and all damages, costs, fees (including attorneys' fees and costs), civil and criminal penalties, or clean-up costs assessed against or imposed as a result of Lessee's use, disposal, generation, storage, or sale of hazardous substances or that of Lessee's employees, agents, or invitees. NON-DISCRIMINATION 21. The Lessee shall not discriminate against any person or persons or exclude them from participation in the Lessees operations, programs or activities conducted on the Leased Premises, because of race, creed, color, national origin, sexual orientation (including gender identity and gender expressions), sex, honorably discharged veteran or military status, status as a mother breastfeeding her child, the presence of any sensory, mental, or physical disability, or the use of a trained dog guide or service animal by a person with a disability, or national origin. The Lessee will comply with the Americans with the Disabilities Act of 1990 (42 U.S.A., 12101-12213 and the Washington State Law against discrimination, chapter 49.60 RCW, as well as the regulations adopted thereunder and attendant Americans with Disabilities Act Accessibility Guideline City of Port Orchard Page 6 of 13 LX17-007 (ADAAG) published by the Architectural and Transportation Barriers Compliance Board. PREMISES 22. Lessor and Lessee have conducted a walk through inspection of the Premises. It is understood and agreed that the Lessee accepts the Premises in their present condition and accepts all risk of injury to persons or damage to property resulting from, or arising out of, the condition of the Premises. This acceptance includes knowledge that the Premises may not meet the requirements set forth in the American's with Disabilities Act (ADA). Lessee agrees to hold Lessor harmless from any liability or claims due to the Lessee's failure to comply with comply with ADA, if the Lessee has a duty to comply the ADA or an ADA requirement arises from the Lessee's use of the Premises. ADDITIONAL LEASE PROVISIONS 23A. Alcoholic beverages and the sale and consumption of alcoholic beverages are prohibited in or on property owned by the Lessor. No smoking shall be allowed on the Premises. 23B. All signs installed on the exterior of the Premises and/or doors and windows of the Premises shall be subject to the prior written approval of the Lessor, which approval can be withheld for any reason in total and unrestricted discretion of the Lessor. 23C. Lessee agrees that areas not specifically authorized for their use under the terms of this Lease are not authorized for the use or entry of Lessee, its employees, agents, guests, and invitees, and that entry into such unauthorized areas may be grounds for termination of this Lease. 23D. Lessee agrees to not use this property for commercial and political activities. Lessor's buildings may not be used for political purposes nor will they be rented to a political organization or an affiliate thereof except the local government agencies for use as a polling place. Buildings will not be rented to profit making organizations unless the profits are generated for some public or beneficial use. Profit making organizations or civic groups may use Lessor's buildings when the primary purpose of the event is a fundraiser in the public interest. The facility will not be used for activities detrimental to the interest of the US Government, the State of Washington, the National Guard or its members. 23E. Lessee acknowledges the Lessee shall be solely responsible for the personal security and protection of its employees, agents, customers, invitees, children, parents participating in Lessee's activities, and spectators or visitors associated with Lessee's activities, including but not limited to personal injury, and property damage, including damage to personal property. Lessee shall be responsible for instituting adequate security measures to accomplish such security and protection. Lessee's obligations encompass the Leased area. Any security devices to be installed at the Premises require the prior written consent of Lessor and shall be in conformance with Lessor's criteria, if any. Lessee agrees to save Lessor, its agents and employees harmless from any and all liability due to any personal injury, or property damage or loss in any way related to Lessee's security measures. 23F. Lessee will be allowed to install, at their sole cost, an enhanced security system to ensure protection of the equipment stored on site. Lessee also agrees at the termination of the lease; Lessee will restore the facility to its original state. CONDEMNATION CLAUSE City of Port Orchard Page 7 of 13 LX17-007 24. If all the Premises or such portions of the Premises, as may be required for the reasonable use of the Premises, are taken by eminent domain, this Lease shall automatically terminate as of the date Lessee is required to vacate the Premises and all rentals shall be paid to that date. In case of a taking of a part of the Premises, or a portion not required for the reasonable use of the premises, then the Lease shall continue in full force and effect and the rental shall be equitably reduced based on the proportion by which the floor area of the Premises is reduced, such rent reduction to be effective as of the date possession of such portion is delivered to the condemning authority. Lessor reserves all rights to damages and awards in connection therewith, except Lessee shall have the right to claim any relocation benefits. NOTICES 25. Wherever in this'Lease written notices are to be given or made, they will be sent by certified mail to the address listed below unless a different address shall be designated in writing and delivered to the other party. LESSOR: State of Washington, Military Frank Gibson, Real Property Office Camp Murray, Building 36 Tacoma, WA 98430-5013 frank. ibsonLa7mil.wa.gov 253-512-8265 LESSEE: City of Port Orchard ATTN, Chief Marti 546 Bay Street, Port Orchard, WA, 98366 360-876-1700 Office 206-284-8510 Fax CAPTIONS 29. The captions and paragraph headings hereof are inserted for convenience purposes only and shall not be deemed to limit or expand the meaning of any paragraph. GOVERNING LAWNENUE 30. This Lease is to be governed by and construed in accordance with the laws of the State of Washington. Venue of any action between parties relating to this Lease will be in Thurston County, Washington. City of Port Orchard Page 8 of 13 LX17-007 IN WITNESS WHEREOF, the parties hereto have hereunto subscribed their names. CITY OF PORT ORCHARD STATE OF WASHINGTON By: — :L2-� (signature) Print Name: Rob Putaansuu Title: Mayor Date: A71 Attest: By: randy Rinearson, CMC, City Clerk APPROVED AS TO FORM: By: Sharon Cates, City Attorney ° RArF`•�pQ AL MILITARY DEPARTMENT By: (signature) Print Name: Bret Daugherty. Ma lce- G2neA0,. Title The 4 jlw-L if C-4Q.► A.A& Date el� Mo-- — 11-7 BOILERPLATE APPROVED AS TO FORM Bv: /"Zz� (sign ure) Print Name: LTC Matthew Cooper Title: Judge Advocate General Date: 7 LA 4 k: 20 t "7 BOILERPLATE APPROVED AS TO FORM Brian Faller (signature on file 7/20/16) Assistant Attorney General City of Port Orchard Page 9 of 13 LX 17-007 State of ss. County of On this .S + slav of f-'K-i 20 (before me personally appeared mg-,, to me known to be the of the corporation that executed the within and foregoing instrument and acknowledged the said instrument to be the free and voluntary act and deed of said corporation, for the uses and purposes therein mentioned, and on oath stated that k 0 was authorized to execute said instrument and that the seal affixed thereto is the corporate seal of said corporation. In Witness Whereof I have hereunto set my hand and affixed my official seal the day and year first above written. M MICH,ELLE WHISENANT Notary Public State of Washington My Commission Expires July 23, 2018 Notary Public in and for the State of Washington, Residing at Y'1 f+5�f CC, , LUA My commission expires -7 - D- j--a A City of Port Orchard Page 10 of 13 LX17-007 State of WA 5A ihq I�- ) ) ss. County of Lol:"" G e ) On this Y day of 11AAk CCh , 20/7, before me personally appeared Bret D. Daugherty to me known to be the Adjutant General of the Washington State Military Department that executed the within and foregoing instrument and acknowledged the said instrument to be the free and voluntary act and deed of said agency, for the uses and purposes therein mentioned, and on oath stated that he was authorized to execute said instrument. In Witness Whereof I have hereunto set my hand and affixed my official seal the day and year first above written. CATHERfNE M. SENN Notary Public in and for the State of Washington, STATE IW WASHINGTON NOTARY PUBLIC Residing at Rle4c,e e MY COMMISSION EXPIRES My commission expires e6-'dnf-1 % 06-08-1 T City of Port Orchard Page 11 of 13 LX17-007 Attachment A G Evil METAL STORAGE BUILDING it PORT ORCHARD READINESS CENTER PORT ORCHARD, WASHINGTON City of Port Orchard Page 12 of 13 LX17-007