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1992-092e ~pdocs\cooke o ORDINANCE NO ~ AN ORDINANCE OF THE CITY COUNCIL OF THE CITY OF DENTON, TEXAS, APPROVING A LEASE BETWEEN THE CITY OF DENTON AND COOKE COUNTY COLLEGE, AMENDING THE BUDGET TO APPROPRIATE FUNDS FOR BUILDING IMPROVEMENTS, AUTHORIZING THE EXPENDITURE OF FUNDS, AND PROVIDING FOR AN EFFECTIVE DATE WHEREAS, Cooke County College has offered to lease part of the Moore Building for classroom space, and WHEREAS, the City Council believes the Lease would be beneficial to the City, NOW, THEREFORE, THE COUNCIL OF THE CITY OF DENTON HEREBY ORDAINS SECTION I That it approves the attached Lease between the City of Denton and Cooke County College and authorizes the Mayor to execute the Agreement on behalf of the City SECTION II That the 1991-92 budget is amended by approving the appropriation of $144,000 00 for payment to account number 100- 032-0002-9101 from the unappropriated fund balance of the general fund to pay for the Tenant Improvements required to be made by the City under the Lease This ordinance approving a budget amendment has been approved by the affirmative vote of at least five votes of the Councll, a copy shall be filed with the City Secretary, a copy shall be published in the next issue of the official newspaper of the City, and a copy shall be attached to the 1991-1992 budget, all in accordance with the requirements of section 8 08 of the City Charter SECTION III That it authorizes the expenditure of funds in accordance with the term of the Agreement SECTION IV That this ordinance shall become effective imme- diately upon its passage and approval~ ~ PASSED AND APPROVED this the~~ day of , 1992 BOB' CASTLEBERRY, MAYOR/ ~ / ATTEST JENNIFER WALTERS, CITY SECRETARY DEBRA'A DRA~4DVITCH, CITY ATTORNEY PAGE 2 cooke k 120 1 ld LEASE BETWEEN THE CITY OF DENTON AND COOKE COUI'TY COLLEGE FOR CLASSROOM AND OFFICE SPACE AT 601 EAST HICKORY, DENTON, TEXAS This lease of improved real property is made between the City of Denton, a Texas municipal corporation, and Cooke County College The partles agree as follows ARTICLE I DEFINITIONS i 01 City The City of Denton, Texas I 02 Ha~&rdous Substance Any toxic, ignitable, reactive or corrosive substance regulated by any federal, state or local law or regulation, including materials and substances defined as "hazard- ous waste," "extremely hazardous waste," or as a "hazardous sub- stance" under those laws or regulations i 03 Lease This lease agreement i 04 Le&sed Property The approximately 12,000 square feet of enclosed space located on the second floor of the Moore Building leased to Cooke, as shown in Exhibit A, attached to and incorporat- ed into this Lease by reference i 05 Cooke Cooke County College 1 06 Moore Building The building owned by the City located at 601 East Hickory, in the City of Denton, Texas, in which the Leased Property is located i 07 Parking Area The employee, student, and guest parking area designated by the City for Cooke's use, as shown in Exhibit B, attached to and incorporated into this Lease by reference i 08 Tenant Improvements The physical alterations and improvements to be made to the Leased Property by the C~ty in accordance with the plans furnished to Cooke prior to execution of this Lease ARTICLE II LEASED PROPERTY, COMMON AREAS AND PARKING 2 01 Leased Property City leases to Cooke and Cooke leases from the City the Leased Property The City does not warrant the square footage of the Leased Property and neither party shall be liable to the other for any reimbursement, reduction, increase, or adjustment in rental payments because the square footage of the Leased Property is more or less than 12,000 square feet PAGE 1 2 02 Use of Leased Property Cooke may use the Leased Pro- perty for office and classroom use and for no other use unless it first obtains the City's written consent Cooke shall not do or permit anything to be done in or about the Leased Property that will obstruct or interfere with other persons' rights occupying the Building Cooke shall comply with any law, statute, ordinance, rule or regulation affecting the Leased Property Z 03 common Areas Cook shall have the right of access to the Leased Property by the use of the common area shown in Exhibit A Cooke may use other hallways, stairways, exits, sidewalks, and other common areas as permitted or designated by the City in accordance with any written regulations made by the City, 2 04. Parking Area The City shall furnish to Cooke vehicular parking space for Cooke's employees, students, and guests The City shall provide Cooke with a minimum of 100 parking spaces The location of the designated parking may be changed from time to time by the City on prior written notice to Cooke The City may adopt and enforce written regulations regarding the use of the parking areas provided to Cooke The city shall provide lighting for the parking area as agreed to by the parties 2 05 Hasardous Bubstances Except for pesticides dispensed in accordance wlth Federal and State laws or regulations, Cooke shall not cause or permit any Hazardous Substance to be used stored, generated, or disposed of on the Leased Property without the City's written consent ARTICLE III TERM AND TERMINATION 3 01 Term This Lease shall begin on June 5, 1992, and shall terminate on June 4, 2002, unless earlier terminated as pro- vlded in this Lease 3 0Z Termination Except for terminatIon for a breach of th~s Lease, this Lease may only be terminated, by either party giving SlX (6) months prior written notice to the other, in the following cases (a) By mutual agreement of the parties, or (b) The suspension of College funding by the State of Texas, specifically covering the curriculum and extended facilities that are the subject matter of this Lease 3 05 Reimbursement for Tenant Improvements The City is to be reimbursed through rental payments for its expense in making the Tenant Improvements It is contemplated that after four (4) years the city will have received complete reimbursement for the cost of the Tenant Improvements and any termination after four (4) years will not require additional payment by cooke If the Lease is terminated during the first four (4) years and the total rental payments have not covered the City's cost of the Tenant Improve- ments, Cook shall reimburse the City the amount by which the City's PAGE 2 cost of the Tenant Improvements exceeds the total rental payments made by Cooke ARTICLE IV RENTALS AND PAYMENTS 4 01. Beg~nning Rent Cooke shall pay to the City monthly rentals (based on an annual rate of $7 00 per square foot) of $7,000 00 per month through July 31, 1996, for the Leased Property 4 02 ~Justsd Rental. Beginning on August 1, 1996, and to the end of the Lease term, Cooke shall pay to the City monthly rentals (based on an annual rate of $7 50 per square foot) of $7,500 00 per month, for the Leased Property 4 03 Starting Date for Monthly Rent If the Tenant Improve- ments are not completed so that the Leased Property is ready for occupancy on or before August 24, 1992, Cooke's first monthly rental payment shall not be due until January 1, 1993 If the Leased Property is ready for occupancy on or before August 24, 1992, the first monthly rental payment shall be due on the City's first business day, fifteen days following the date the City gives written notice to cooke that the Tenant Improvements are complete 4 04 Payments Rent shall be paid monthly, in advance, with- out notice, demand, counterclaim, set-off, or abatement Each successive monthly rental payment shall be due on the same business day of the same week as the f~rst monthly rental payment Rent shall be paid at the Finance Department of the City, Accounts Receivable, 215 E McKlnney, Denton, Texas, 76201, unless Cooke is notified otherwise 4 04 Due Date Ail rent paid by Cooke after the tenth (10th) day of the due date will be delinquent and shall include an add1~ tlonal monetary penalty equal to five percent (5%) of the rental amount due, or the maximum lawful rate of interest permitted by law, if less than five percent (5%) 4 05 Destruotion of Leased Property If the Leased property is damaged by fire or other casualty, rent shall be abated in pro- portion to the portion of the Leased Property rendered untenantable until repairs of the Leased Property are completed If more than fifty percent (50%) of the Leased Property becomes untenantable due to fire or other casualty, either party may terminate this Lease by giving written not.ce to the other Other than the rental abate- ment, no damages, compensation, or claims shall be payable by the City to Cooke for loss of the use of all or part of the Leased Property, Cooke's personal property, or any inconvenience, loss of business or profit, or annoyance arising from the repair or recon- struction of the Leased Property PAGE 3 ARTICLE V. UTILITIES AND SERVICES 5 01 Utilities The City shall arrange for and pay for cold water and sewer service to the Leased Property Cooke shall arrange for and pay for electricity, natural gas, solid waste removal, telephone service and any other utility services for the Leased Property 5 02 Heating and cooling As part of the Tenant Improve- ments, the City will furnish a new air conditioning and heating system for the Leased Property in good operating condition After Cooke occupies the Leased Property, the air conditioning and heat- lng system shall be maintained and repaired by Cooke at Its cost The City shall assign to Cooke any assignable warranties on the heating and cooling equipment installed by the City 5 03 Janitorial Service Cooke shall provide for janitorial services for the Leased Property and, until City employees perma- nently occupy the Moore Building, the common areas inside the Moore Building used by Cooke The City shall maintain the areas outside the Moore Building, including parking areas 5 04 Elevator Service After occupancy of the Leased Pro- perty, the elevator providing access to the Leased Property shall be under Cooke's exclusive operation and control Denton shall make any repairs necessary to put the elevator in good operating condition on the date the City gives notice to Cooke that the Tenant Improvements are complete After that date, Cooke shall maintain and repair the elevator as necessary to keep it in proper working condition ARTICLE VI IMPROVEMENTS, ALTERATIONS AND REPAIRS 6 01 Tenant Improvements (a) The City shall pay for the Tenant Improvements for the Leased Property, subject to a maximum expenditure of One Hundred Forty-four Thousand Dollars ($144,000 00) (being a maximum expenditure of Twelve Dollars ($12 00) per square foot for the 12,000 square feet of leased space) To provide for the Tenant Improvements, the City shall solicit sealed competitive bids in compliance with State law After the bids are opened, the City Manager or his designee shall notify Cooke in writing of the bid it will recommend to the City Council as being the lowest responsible bid for the Tenant Improvements and the date of the scheduled award (b) If the recommended bid exceeds $144,000 00, Cooke shall, at least five (5) days prior to the date scheduled for the award of the contract (1) Terminate this lease by giving the City written notice, or PAGE 4 (2) Give the City written notice of the Tenant Improve- ments, if any, it wants deleted from the contract, and (3) Pay to the City the amount, if any, by which the recommended bid exceeds $144,000 00, after any deletions are made, and should Cooke fall to timely make the payment required herein, the City may immediately terminate this Lease without notice or liability to Cooke (c) The Tenant Improvements shall be provided in accordance with the following schedule (1) The City shall send out bid invitations by June 3, 1992 (2) Bids shall be opened by June 17, 1992 (3) The contract shall be awarded by June 23, 1992 (4) The contract awarded shall specify that the Tenant Improvements shall be completed by the contractor within fifty-one (51) days after the date the contract is awarded (d) The City shall supervise the construction of the Tenant Improvements Upon completion, the Tenant Improvements shall conform to all City building codes and State and Federal laws and regulations, llcludlng requirements for access and use by disabled persons The City shall use its best efforts to require the con- tractor to timely complete the Tenant Improvements, but the City shall not be liable to Cooke for any claims, loss, or damages, and Cooke shall not have the right of termination, because of the con- tractor's default or delay in constructing or completing the Tenant Improvements The cost of any changes requested by Cooke after the award of the bid shall be at Cooke's expense The City shall noti- fy Cooke in writing when the Tenant Improvements are complete 6 02 Roof and Exterior Repairs The City shall keep the roof and exterior walls of the Leased Property in good repair, excluding the replacement of glass, but the C~ty shall not be liable to Cooke for lost revenues, profits, damages, claims, or losses of any kind, including loss or damage to Cook's personal property because of the City's failure to make timely or adequate repairs 6 03. Interior Repairs. Cooke shall keep the Leased Property and all fixtures and improvements therein in good condition and repair $ 04 Additional Alterations After completion of the Tenant Improvements, Cooke shall have the right to make additional alter- atlons to the Leased Property, ~f first approved in writing by the City In making alterations, Cooke shall comply with all Federal, State, and local laws, regulations, or ordinances, including the PAGE 5 issuance of permits and the payment of fees Any alterations of the Leased Property mandated by any Federal, State, or local law or regulation enacted during this Lease, shall be done at Cooke's expense All alterations shall be done so that no liens attach to the Leased Property Alterations shall belong to the City, without compensation to Cooke, upon expiration or termination of this Lease 6 05 city Approval of Plans, Compliance with Laws Any provision of this Lease providing for the City's approval or disapproval of alterations to the Leased Property applies to the City acting in the capacity of the landlord or owner of the Leased Property and shall not apply to the City's review, approval, or disapproval of any plans for alterations when acting in its capac- ity as a governmental entity administering and enforcing building codes or other laws or regulations 6 06 Signs Cooke shall not post any signs on the Leased Property without the approval of the City as landlord Any signs approved by the City as landlord shall comply with the City's ordi- nance regulating signs ARTICLE VII SECURITY 7 01 Cooke Responsible for Security The City makes no warranties or representations that the Leased Property, the area outside the Leased Property, the common areas, the Parking Areas, or any other City property used by Cooke's employees, students, and guests under this Lease, are safe and secure from the criminal acts of any person Cooke, and not the City, shall be responsible for providing any guards, fences, or other security devices, including additional lighting, that may be required to protect Cooke's em- ployees, students, or guests, or their property, from the criminal acts of any person, while they are on or making use of City pro- perty under this Lease 7 02 Use of Security Devices Cooke may Install additional lighting, provide security fencing, signs, retain security guards, or provide other security measures or devices to protect its em- ployees, students, or guests, or their property, from the criminal acts of any persons, on or about the Leased Property, the property outside the Leased Property, the common areas, the Parking Area, or any other City property used by Cooke's employees, students, and guests, under this Lease Any security device provided by Cooke that requires attachment to or the alteration of the Leased Pro- perty or the City's property must be approved by the City in writ- lng prior to installation PAGE 6 ARTICLE VIII INSURANCE AND INDEMNITY 8 01. Insuranoe During this Lease, Cooke shall maintain (1) Comprehensive general liability insurance insuring Cooke agalnst any liability arising out of the use or occupancy of the Leased Property, the area outside the Leased Property, the common areas, elevators and stairwells, the Parking Area, and any other property used by Cooke, its employer's, students, and guests The insurance shall be in an amount not less than One Mllllon and No/100 Dollars ($1,000,000 00), combined single limit for injury to, or death of one or more persons and for damage to tangible property, in any one occurrence (2) Standard form property Insurance insuring against the perils of fire, storm, and other casualty This policy shall cover all property owned by Cooke located on the Leased Pro- perty, including furniture, fixtures, and other personal property in the amount of the full replacement value of the property The pollcles shall provide for a minimum of thirty (30) days written notice to the Clty prior to the effective date of any cancellation or lapse and be issued by a company authorized to do business in the State of Texas A copy of the policies shall be provided to the City 8 02 Lessor's General Liability Insurance Durlng each year of the term of this Lease, the City shall obtain lessor's general liability insurance coverage in the same policy amount as the com- prehensive gen=ral liability policy required by Cooke in this sec- tlon, to protect the City against claims arising from any act or occurrence related to the use of the Leased Property or the City's property under this Lease The City shall bill Cooke and Cooke shall pay to the City annually the cost of obtaining the policy within thirty days of the date the City bills Cooke ARTICLE IX TAXES 9 01. Taxes Cooke shall pay before delinquency, any and all taxes, fees or other assessments levied, imposed or assessed against the Leased Property, Cooke's leasehold interest, equipment, furniture, fixtures and personal property, during this Lease X CANCELLATION 10 01 Default by Cooke If Cooke falls to comply with any term of this Lease, the City may give Cooke written notice of the breach and request Cooke to correct the breach Should Cooke fall to correct the breach within thirty (30) days following receipt of the notice, the City has the right to terminate this Lease by giving Cooke written notice of termination PAGE 7 10.02 Default by City. If the City falls to comply with any of the terms of this Lease, Cooke may give the City written notice of the breach and request the City to correct the breach Should the City fall to correct the breach within thirty (30) days fol- lowing receipt of the notice, Cooke has the right to terminate this Lease by giving the City written notice of termination 10 03 Removal of Personal Property Upon termination of this Lease, Cooke may remove its personal property if removal does not cause damage to the Leased Property Cooke shall remove all personal property from the Leased Property wlthln ten (10) days after termination If Cooke falls to remove Its personal property, the City may retain possession of the property or sell the property and keep the proceeds 10 04 Repairs Upon termination of the Lease, Cooke shall leave the Leased Property in a neat and clean condition and shall repair any damage to the City's fixed improvements caused by the removal of Cook's personal property 10 05. No Waiver The failure of the City to declare this Lease terminated upon Cook's default or the City's acceptance of rentals after default shall not waive the City's right to cancel this Lease for a later default XI MISCELLANEOUS PROVISIONS 11 01 Entire Agreement This Lease is the entire understand- lng of the parties and supersedes all other agreements between the parties covering the subject matter hereof Any modification of this Lease shall be in writing and signed by both parties 11 02 Subletting or ~ssignment Cooke may not rent or sub- lease the Leased Property or assign this Lease without the prlor written consent of the City 11 O~ Suooessors and Assigns Ail provisions of this Lease shall be binding upon the parties and their legal representatives, successors or assigns 11 04. Severability If any provision of this Lease is declared void or illegal by any court, the remaining provisions shall continue In effect as nearly as possible in accordance with the original intent of the parties 11 05 Notioe Any notice given by one party to the other under this Lease shall be in writing and shall be sent by prepaid registered mall, return receipt requested, as follows PAGE 8 To the City To Cooke City Manager President City of Denton Cooke County College 215 E McKinney 1525 West California Denton, Texas 76201 Galnesvllle, Texas 76240 Notices shall be deemed to have been received on the date shown on the receipt, if sent by certified mall, or on the date received, if delivered by hand 11 06 Headings The headings are intended for convenience of reference only and do not define or limit the scope or meaning of any provision of this Lease 11 07. Cost Whenever this Agreement requires or allows a party to perform an act, it shall be done at that party's cost, if any, unless stated otherwise 11 08. Authority Each party represents to the other that they have the lawful authority to enter into this Lease WITNESS WHE~.OF,.the parties have executed this Lease the day of __~~, 1992 CITY OF DENTON, TEXAS, THE CITY ATTEST BOB CASTLEBERRY, MAY~ ~ JENNIFER WALTERS, CITY SECRETARY COOKE COUNTY COLLEGE BY BU~ P~ESIDENT PAGE 9