029-11 - Key Bank - Contract Amendment 1AMENDMENT NO. 1 TO LEASE AGREEMENT
City Contract No. 029-11
This Amendment to Lease ("Amendment") is made and entered into as of the
day of January 2011, by and between CITY OF PORT ORCHARD, a Washington
municipal corporation (hereinafter referred to as "Lessor"), and KEYBANK NATIONAL
ASSOCIATION, a national banking association, having offices at 127 Public Square,
Cleveland, OH 44114-1306 (hereinafter referred to as "Lessee").
WHEREAS, Lessor and Lessee entered into a certain Lease on September 28, 2001
(hereinafter referred to as the "Lease") for a parking lot adjacent to the KeyBank branch at
1301 Bay Street, Port Orchard, WA, which parking lot is more particularly described in the
Lease (hereinafter referred to as "Premises");
WHEREAS, Lessor and Lessee have agreed to renew the Term of the Lease for a five (5)
year period, add one five (5) year renewal option, and otherwise amend the Lease upon the
following terms and conditions.
NOW, THEREFORE, in consideration of the foregoing recitals, the mutual covenants
and obligations of the parties contained herein and other valuable consideration, the receipt
and sufficiency of which is hereby acknowledged by both parties, and intended to be legally
bound, the parties hereby agree as follows:
1. Defined Terms. Unless otherwise defined herein or unless the context clearly
requires a different meaning, the capitalized and non -capitalized words and phrases
defined in the Lease which are used in this Amendment shall have the same meaning
ascribed to them in the Lease.
2. Second Renewal Term. Effective as of the date hereof, the Lease is hereby
extended for a period commencing October 1, 2011 and expiring September 30, 2016
("Second Renewal Term"). Lessee's obligation to pay rent with respect to the Premises
during the Second Renewal Term shall continue under the same terms and provisions as set
forth in the Lease, including the Rent which shall continue to be $250.00 per month. Real
estate taxes shall continue to be paid as set forth in the Lease.
3. Option to Renew. Provided that Lessee is not then in default under the terms
and conditions of the Lease, Lessee shall have the right and option to renew the Term of the
Lease for one (1) additional period of five (5) years (the "Third Renewal Term"). If
exercised, the Third Renewal Term shall commence on October 1, 2016 and expire on
September 30, 2021. Lessee, in its sole discretion, may exercise the option to renew by
giving Lessor written notice exercising the option not later than ninety (go) days prior to
the expiration of the Second Renewal Term of the Lease. Lessee's lease of the Premises
during the Third Renewal Term shall be upon the same terms and conditions in effect
under the Lease immediately prior to the commencement date of the Third Renewal Term,
including the Rent which shall continue to be $250.00 per month. Real estate taxes shall
continue to be paid as set forth in the Lease.
4. Notices. All notices and demands to be given by one party to the other parry
under this Lease shall be given in writing, mailed or delivered to Lessor or Lessee, as the
case may be as follows:
If to Lessee: KeyCorp/KeyBank National Association
Attn: RE Asset Mgr —PID 5512
by mail to: P.O. Box 94839
Cleveland, Ohio 44101-4839
by overnight courier to: Mailcode: OH-oi-io-o605
ioo Public Square
Suite 600
Cleveland, OH 44113-2207
If to Lessor: City of Port Orchard
Attn: City Clerk
216 Prospect Street
Port Orchard, WA 98366
or at such other address as either parry may hereafter designate. Notices shall be delivered
by hand or by United States certified or registered mail, postage prepaid, return receipt
requested, or by a nationally recognized overnight courier service. Notices shall be
considered to have been given upon the earlier to occur of actual receipt or three (3)
business days after posting in the United States mail or one (1) business day after deposit
with a national recognized overnight courier service (provided, a signed receipt is
obtained).
5. Ratification of Lease. This Amendment shall be deemed to form a part of and
shall be construed in connection with and as part of the Lease. Except as hereinbefore
expressly amended, all of the other terms, covenants and conditions contained in the Lease
shall continue to remain unchanged and in full force and effect and are hereby ratified and
confirmed. Lessor hereby affirms that to the best of its knowledge on the date hereof no
breach or uncured default by Lessee has occurred with respect to the Lease and that the
Lease is in full force and effect. To the extent that any of the terms of the Lease are
inconsistent with the terms of this Amendment, this Amendment shall govern and control
and the Lease shall be deemed to be amended to conform to the terms of this Amendment.
6. Binding Effect. Each of the provisions of this Amendment shall extend to and
shall, as the case may require, bind or inure to the benefit of Lessor and of Lessee, and also
to each of their respective legal representatives, successors and permitted assigns.
7. SeverahiW. In case any one or more of the provisions contained herein shall
for any reason be held to be invalid, illegal or unenforceable in any respect, such invalidity,
illegality, or unenforceability shall not affect any other provisions of this Amendment, but
this Amendment shall be construed as if such invalid, illegal or unenforceable provisions
had not been contained herein.
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8. Counterparts. This Amendment may be executed in multiple copies and
multiple counterparts, each of which shall be deemed to be and form one and the same
instrument.
IN WITNESS WHEREOF, Lessor and Lessee have executed this Amendment as of the
date first set forth on the first page of this instrument.
LESSOR:
CITY OF PQ�;T O
La.ry po ayor
A ST-
u �
Patricia .. 'rkp trick, MMC, City Clerk
LESSEE:
STATE OF ' �C�
County of , 'I,
KEYBANK NATIONAL ASSOCIATION
I certify that I know nr have satisfactory evidence that
iQ r, ' nxl"'r!z) is the person who appeared before me, and said
person acknowledged that (he/she) signed this instrument, on oath stated that (he/she)
was authorized to execute the instrument and acknowledged it as the
11'� e jy Sir ei`)� of KeyBank National Association -to be the free
and volatary act of such party for the uses and purposes mentioned in the instrument.
Dated:
r,
(Seal or stamp) "
Title: VALgMIS A.SM� L
My aPP , , . . : 4W
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