HomeMy WebLinkAboutLease Agreement with Farmers & Merchants State Bank for Office Space
LEASE AGREEMENT
FOR
703 NORTH MAIN STREET
Meridian, Idaho
between
Farmers and Merchants State Bank
as Landlord
and
The City of Meridian
as Tenant
LEASE AGREEMENT
(Office)
THIS LEASE AGREEMENT (this "Lease") is entered into effective this 3f/1: day of %ðé- ,
2005, by and between Fanners and Merchants State Bank ("Landlord") and the City 0 eridian
("Tenant").
1. Basic Lease Provisions. For purposes ofthis Lease, the following tenus have the following
definitions and meanings:
1.1
1.2
1.3
Landlord's Address (For Notices):
Clarence Jones, Chairman of the Board
Mike Mooney, President
Fanners & Merchants State Bank
121 North 9th Street
Boise, Idaho 83702
or such other place as Landlord may ftom time to time designate by
notice to Tenant.
Tenant's Address for Notices:
City Clerk
Meridian City Hall
33 East Idaho
Meridian, Idaho 83642
Premises: The Building located at 703 North Main Street, Meridian Idaho, including
all ofthe usable internal space and a sufficient number of parking spaces to support
Tenant's employees and invitees.
1.4 Term: The Primary Term and Option Periods (if validly exercised according to the
terms of this Lease) set forth below are collectively referred to in this Lease as the "Term."
1.4.1 Primary Term:
24
Lease Months.
1.4.2 Option Periods: Annually. until moved into the new City Hall.
1.5
Rent Commencement Date (or "Commencement Date"): Upon occupancy.
1.6
Occupancy Date: Sept. 1.2005.
1.7
Expiration Date: M!.he end of the primary term and anY option periods.
1.8
Initial Base Rent: Cost of utilities plus real property taxes.
1.9
Security Deposit: None.
Lease Agreement for 703 North Main Street
page 1
1.10
Permitted Use: Govenunent offices and other associated uses.
1.11
Exhibits: The Exhibit(s) which are attached to this Lease are incorporated herein by
this reference.
1.12
Defined Terms: The headings provided in this Section 1 in bold print are used in this
Lease as defined terms.
This Section 1 represents a summary ofthe basic terms and definitions of this Lease. In the
event of any inconsistency between the terms contained in this Section 1 and any specific provision
of this Lease, the terms of the more specific provision shall prevail.
2. Consideration. In consideration of the payment of rent and the performance of the
covenants and agreements hereinafter set forth, Landlord hereby leases to Tenant and Tenant hereby
leases ftom Landlord the Premises, together with and subject to all conditions, restrictions,
obligations, rights, privileges, easements and appurtenances thereto, or any other easement(s), use or
restriction agreements for the Building as have been or are hereafter executed by Landlord, including
all amendments thereto, which cover the Premises.
3. Rent. Beginning with the Rent Commencement Date, Tenant shall be responsible for
payment of rent as established in section 1. Cost of utilities shall be paid by Tenant pursuant to
section 10.3, and the cost ofreal property taxes shall be reimbursed to landlord within 30 days of
receipt of an invoice by Landlord for same, accompanied by a copy of Landlord's statement :fì-om the
Ada County Assessor. Reimbursement of real property taxes for first year of the initial term shall be
pro-rated commensurate with the commencement date. Reimbursement for real property taxes
during any option period shall be pro-rated commensurate with the expected termination date.
4.
Term.
4.1 Primary Term. The Term shall be for the period designated in Section 1
commencing on the Commencement Date, and ending on the Expiration Date, unless
extended pursuant to Section 4.2 below. Upon the request of Landlord, Tenant shall execute
a written acknowledgment of the Commencement Date and/or Expiration Date.
4.2 Option Periods. proyiding Tenant is not in default at the time Tenant exercises its
option to extend or at the commencement of the applicable Option Period(s), Tenant shall
have the option to extend the Primary Term for the option period(s) set forth in Section 1 (the
"Option Periods"). The rent for any applicable option period shall continue to be cost of
utilities and real property taxes.
4.3 Cancellation. Notwithstanding the foregoing, Landlord shall at all times have the
right to cancel this Lease during the Primary Term and any Option Period upon six (6)
months prior written notice to Tenant.
Lease Agreement for 703 North Main Street
page 2
5.
Uses.
5.1 General Use. The Premises shall be used only for the use set forth in Section 1
("Permitted Use") and for no other use without the prior written consent of Landlord which
may be withheld in Landlord's unfettered discretion. Tenant shall not commit or allow to be
committed any waste upon the Premises, or any nuisance or other act in or about the
Premises that disturbs the quiet enjoyment of any other tenant in the Building. Tenant shall
comply with all laws and regulations relating to its use or occupancy of the Premises or of the
Common Areas. Tenant shall observe such rules and regulations for the Building as may be
adopted by Landlord.
5.2 No Hazardous Substances. Tenant agrees not to use, store or deposit any substance
that is hazardous or dangerous to person, property or the envirorunent (or any similar
substance) as now or hereafter defined by or determined pursuant to any applicable law or
regulation ("Hazardous Substance") in, on or about the Premises in violation of applicable
law, and Tenant shall indemnify and hold Landlord hannless against any liability, damages,
costs, loss or claim therefore, including attorneys' fees incurred in connection therewith,
arising ftom or related to the presence of any Hazardous Substance in, on or about the
Premises, which presence was caused by Tenant, its agents, employees, subleases or anyone
otherwise associated with Tenant.
5.3 Insurance Risks. Tenant will not do or permit to be done any act or thing upon the
Premises, the Building or the Common Areas which would (a) jeopardize or be in conflict
with fire insurance policies covering the Building and fixtures and property in the Building;
(b) increase the rate of fire insurance applicable to the Building to an amount higher than it
otherwise would be for the general office use ofthe Building; or (c) subject Landlord to any
liability or responsibility for injury to any person or persons or to property by reason of any
business or operation being carried on upon the Premises.
6.
Assignment and Subletting.
6.1 Except as set forth in Section 5.2, Tenant shall not, without first obtaining Landlord's
written consent which may be withheld in Landlord's unfettered discretion: (1) sell, assign,
mortgage, or transfer this Lease (or any interest therein); (2) sublease all or any portion of the
Premises; or (3) allow the use or occupancy of the Premises by anyone other than Tenant.
No assigrunent or sublease shall relieve Tenant of any liability under this Lease. Landlord's
consent to any assigrunent or sublease shall not operate as a waiver of the necessity for
consent to any subsequent assigrunent or sublease. This Lease shall not be assigned by
operation of law. .
6.2 Landlord agrees that Tenant may sublease all or any portion of the premises to the
Meridian Development Corporation (MDC), MDC partner organizations, or other not-for-
profit organizations for purposes in furtherance of City business upon prior written notice to
Landlord.
Lease Agreement for 703 North Main Street
page 3
7. Care of Premises. Tenant shall keep the Premises in a neat, clean and sanitary condition and
shall at all times preserve them in good condition and repair, ordinary wear and tear excepted.
8. Surrender of Premises; Removal of Property. Upon expiration or termination of the
Lease Term, whether by lapse of time or otherwise (including any holdover period), Tenant at its
expense shall: (1) remove Tenant's goods and effects and those of all persons claiming under
Tenant, (2) repair and restore the Premises to a condition as good as received by Tenant ftom
Landlord or as thereafter improved, reasonable wear and tear excepted, and (3) promptly and
peacefully surrender the Premises (including surrender of all improvements installed in the Premises
by Landlord or Tenant, except Tenant's trade fixtures that do not become part ofthe Building). Any
property left on the Premises after the expiration or terminationofthe Lease Term shall be deemed to
have been abandoned and to have become the property of Landlord to dispose of as Landlord deems
expedient. Tenant shall be liable for all costs associated with the disposal of such property. Tenant
hereby waives all claims for damages that may be caused by Landlord's reentering and taking
possession ofthe Premises or removing and storing Tenant's property as herein provided, and Tenant
shall indemnify and hold hannless Landlord therefrom. No such reentry shall be considered or
construed to be a forcible entry.
9.
Condition of Premises; Alterations.
9.1 Tenant's Improvements. Tenant shall complete the improvements described on
Exhibit A . attached hereto, at Tenant's sole cost, and shall be performed in a good and
workmanlike manner in compliance with all applicable laws, codes and regulations, and all
materials used shall be of a quality comparable to those in the Premises and the Building.
All improvements (except Tenant's trade fixtures that do not become a part of the Building)
shall remain in and be surrendered with the Premises at the expiration or sooner termination
of this Lease.
9.2 Alterations. Tenant shall make no additions, changes, alterations or improvements
("Work") to the Premises other than the Work set forth on Exhibit A.
10.
Services and Maintenance.
10.1 Basic Services. Landlord shall provide mechanical, cooling, heating and ventilation
services.
10.2 Maintenance. Landlord shall repair and maintain the structural portions of the
Building, including the basic plumbing, air conditioning, heating and electrical systems, the
exterior of the Building, the parking lot and the landscaping, unless such maintenance or
repairs are required as a result, in whole or in part, of the act of, or neglect of any duty by,
Tenant, its agents, servants, employees, or invitees, in which event Tenant shall pay to
Landlord the reasonable cost of such maintenance or repairs.
Lease Agreement for 703 North Main Street
page 4
10.3 Basic Utilities. Landlord shall furnish water, sewer, electricity and natural gas
service to the Premises and the cost of such utility service, including costs based on
consumption, shall be the expense of Tenant pursuant to section 1.8 of this agreement.
Tenant shall set up accounts with the utility providers effective upon the commencement date
of this agreement. Tenant shall pay all utility charges to the providers according to the
invoice due date. Tenant's failure to pay utility charges when due shall constitute an event of
default pursuant to section 16 of this agreement.
10.4 Additional Utilities. Tenant shall purchase all other utility services, including but
not limited to telephone, cable and television services desired by Tenant :fì-om the utility or
municipality providing such service, and shall pay for such services when such payments are
due.
11. Entry and Inspection. Landlord at all reasonable times (and at any time in case of
emergency) may enter the Premises for the purpose of inspection, cleaning, repairing, altering or
improving the Premises or the Building subject to Tenant's reasonable security requirements.
Landlord shall have the right at reasonable times to enter the Premises for the purpose of showing the
Premises to any prospectiye purchasers, mortgagees or tenants of the Building.
12.
Damage or Destruction.
12.1 Damage and Repair. In case of damage to the Premises or the Building by fire or
other casualty, Tenant immediately shall notify Landlord. If the Building is damaged by fire
or any other cause to such extent that the cost of restoration, as reasonably estimated by
Landlord, will equal or exceed thirty percent (30%) of the replacement value ofthe Building
(exclusive of foundations) prior to the occurrence of the damage, or if insurance proceeds
sufficient for full restoration are unavailable for any reason, then Landlord no later than the
sixtieth (60th) day following the damage may give Tenant a notice of election to terminate
this Lease. If the cost of restoration as estimated by Landlord shall amount to less than thirty
percent (30%) of said replacement value of the Building and insurance proceeds sufficient
for restoration are available, then Landlord shall restore the Building and the Premises with
reasonable promptness, subject to delays beyond Landlord's control, and Tenant shall have
no right to terminate this Lease. To the extent that the Premises are rendered untenantable,
Rent shall proportionally abate during the period of such untenantability, unless such damage
resulted from or was contributed to directly or indirectly by the act, fault or neglect of
Tenant, Tenant's officers, contractors, subcontractors, agents, employees, invitees or
licensees.
12.2 Business Interruption; Property of Tenant. No damages, compensation or claims
shall be payable by Landlord for inconvenience, loss of business or annoyance arising from
any repair or restoration of any portion of the Premises or the Building. Landlord will not
carry insurance of any kind on any property of Tenant, including inventory, equipment, floor,
ceiling and wall coverings, furniture and trade fixtures, and any improvements to the
Lease Agreement for 703 North Main Street
page 5
Premises that are paid for by Tenant and Landlord shall not be obligated to repair any
damage thereto or replace the same.
13. Indemnification and Waiver of Liability. Tenant shall indemnify, hold hannless and
defend Landlord ftom and against all liabilities, damages, suits, obligations, fines, losses, claims,
actions, judgments, penalties, charges, costs, or expenses, including, without limitation, attorneys'
and other professional fees and disbursements, in conjunction with any loss oflife, personal injury
and/or property damage arising out oforrelating to the occupancy or use by Tenant of any part ofthe
Premises or the Building occasioned wholly or in part by any act or omission of Tenant or its
officers, contractors, subcontractors, licensees, agents, servants, employees, guests, invitees or
visitors, or any assignee or sublessee or any other party for whom Tenant would otherwise be liable.
Landlord shall not be liable for any loss or damage to persons or property sustained by Tenant or
other persons, which may be caused by theft, or by any act or neglect of any tenant or occupantofthe
Building or any other third parties, or Landlord, except for Landlord's willful misconduct or gross
negligence.
14.
Insurance.
14.1 Liability Insurance. Tenant, at its own expense, shall keep and maintain in full
force and effect a policy of commercial general liability insurance including a contractual
liability endorsement covering Tenant's obligations under Section 14, insuring Tenant's
activities upon, in and about the Premises and the Building against claims of bodily injury or
death or property damage or loss with a limit of not less than Five Hundred Thousand
Dollars ($500,000) combined single limit per occurrence and in the aggregate (per policy
year) of $1,000,000.00. Landlord shall be an additional insured in the foregoing insurance
policy.
14.2 Tenant's Property Insurance. Tenant's property insurance shall be at Tenant's
option and expense.
14.3 Landlord's Insurance. Landlord shall procure and maintain during the Term, Fire,
Windstorm, in an amount not less than one hundred percent (100%) of the insurable value
above the foundations or as currently in effect.
14.4 Insurance Policy Requirements. All insurance required under this section shall be
with companies qualified to do business in the State of Idaho. Each insurance policy shall
provide that it is not subjectto cancellation or material alteration except after thirty (30) days
prior written notice to Landlord and
15. Signs. Tenant shall be allowed to replace the lower-most display (the one currently used by
Investment Resources of Idaho) with a sign identifying Tenant's business. Any modification to
Landlord's sign to identify Tenant's business will be at Tenant's expense.
16. Events of Default. Eachofthe following shall be deemed a default by Tenant and a material
breach of this Lease:
Lease Agreement for 703 North Main Street
page 6
16.1 Failure by Tenant to pay when due any Rent hereunder if such failure shall continue
for a period ofthirty (30) days after written notice thereof has been given to Tenant; or
16.2 Failure by Tenant to perform or observe any of the other terms, covenants, conditions,
agreements or provisions ofthis Lease if such failure shall continue for a period of thirty (30)
days after written notice thereof has been given to Tenant; provided, if any such failure
cannot reasonably be cured within thirty (30) days then Tenant shall not be deemed to be in
default if Tenant commences to cure such failure within a reasonable time and for as long as
Tenant is diligently prosecuting the cure.
17. Landlord Remedies for Tenant Default. If any default occurs hereunder, Landlord may, at
anytime thereafter and without waiving any other rights hereunder, do one or more ofthe following
17.1 Terminate this Lease, by written notice on the earliest date permitted by law or on any
later date specified in such notice, in which case Tenant's right to possession ofthe Premises
will cease and this Lease will be terminated, except as to Tenant's liability;
17.4 Without further demand or notice, reenter and take possession of the Premises or any
part of the Premises, repossess the same, expel Tenant and those claiming through or under
Tenant, and remove the effects of both or either, using such force for such purposes as may
be necessary, without being liable for prosecution, damage or otherwise and without being
deemed guilty of any manner of trespass, and without prejudice to any remedies for arrears of
Rent or other amounts payable under this Lease or as a result of any preceding breach of
covenants or conditions.
18. Landlord's Default. In the event of any default in the obligation of Landlord under this
Lease, Tenant will deliver to Landlord written notice listing the reasons for Landlord's default and
Landlord will have thirty Gill) days following receipt of such notice to cure such alleged default or, in
the event the alleged default cannot reasonably be cured within such period, to commence action and
proceed diligently to cure such alleged default.
19. Holdover. If Tenant shall, with the written consent of Landlord, hold over beyond the
expiration of the Term, or if Landlord shall so notify Tenant at any time upon or after the expiration
of the Term, such tenancy shall be deemed a month-to-month tenancy that may be terminated as
provided by applicable state law.
20. Notices. All notices under this Lease shall be in writing and delivered in person or sent by
registered or certified mail, return receipt requested, postage prepaid, or sent by recognized oyemight
courier to Landlord and to Tenant at the addresses set forth in Section 1 (except that, after the Lease
commences, any such notice may be so mailed or delivered by hand to Tenant at the Premises), or to
such other addresses as may from time to time be designated by any such party in writing. Notices
mailed as aforesaid shall be deemed given at the earlier of three (3) days after the date of such
mailing or upon the date of receipt.
Lease Agreement for 703 North Main Street
page 7
21. Costs and Attorneys' Fees. If Tenant or Landlord shall bring any action for relief against
the other, declaratory or otherwise, arising out ofthis Lease, including any suit by Landlord for the
recovery of rent or possession of the Premises, the losing party shall pay the prevailing party for all
reasonable attorneys' fees (including attorneys' fees on appeal) and costs (including court costs and
disbursements) which shall be deemed to have accrued on the commencement of such action and
shall be paid whether or not such action is prosecuted to judgment.
IN WITNESS WHEREOF, the Landlord and the Tenant have signed their name and affixed their
seals the day and year first above written.
TENANT:
LANDLORD:
THE CITY OF MERIDIAN
FARMERS & MERCHANTS STATE BANK
By:
By:
Tammy de
ATTEST:
JI~~
EXHIBITS:
"A"
TENANT'S IMPROVEMENTS
Lease Agreement for 703 North Main Street
page 8
EXHIBIT "A"
Tenant's Improvements
August 3, 2005
City Of Meridian
33 E. Idaho St.
Meridian, 10 83642
Re:
Tenant improvements to old Farmers & Merchants Bank building
This bid includes the following items:
1) Wall patch in lobby area - north wall
2) Carpet allowance of $600.00 in space where teller tines were
3) Remove and replace 30 tineal feet of office divider walls
4) Two new office doors
5) One HV AC vent in the center office - south wall
6) Paint new office walls and patch area of lobby
Bid TotaL.. ... .. . ... .. . ... .., .. . ... ... . .. . .. . .. .. . ... ... .. , . . - . .. . .. .. ... $4,200.00
¿v ~ /J1..¿Å-C¿~
Walt Morrow
Walt Morrow Construction
œŒ~~ŒIT
Lease Agreement for 703 North Main Street
page 9