HomeMy WebLinkAboutJoint School District #2 ( West Ada) Ground Lease Municipal Water Well Lot ADA COUNTY RECORDER Phil McGrane 2021-154600
BOISE IDAHO Pgs=13 BONNIE OBERBILLIG 10/26/2021 10:52 AM
CITY OF MERIDIAN, IDAHO NO FEE
GROUND LEASE FOR MUNICIPAL WATER WELL LOT
THIS GROUND LEASE ("Ground Lease") is made by and between Joint School
District No. 2, dba West Ada School District, an Idaho school district and body politic
and corporate of the State of Idaho (herein referred to as "Landlord") and the CITY OF
MERIDIAN, an Idaho Municipal Corporation (herein referred to as "Tenant").
1. Definitions.
The following terms as used in this Ground Lease shall have the meanings
hereinafter set forth:
1.1 "Landlord": Joint School District No. 2, dba West Ada School District, an
Idaho school district and body politic and corporate of the State of Idaho.
1.2 "Tenant": The City of Meridian, and Idaho Municipal Corporation.
1.3 "Leased Premises": That portion of real property as Legally
Described on Exhibit "A" and generally depicted on Exhibit"
attached hereto and incorporated herein by this reference.
1.4 "Improvements": The improvements to be constructed on the
leased premises pursuant to Article 5.1.
1.5 "Easement Premises": The water main easement set forth in
Exhibit "C" attached hereto and incorporated herein by this
reference.
2. Lease and Easement
2.1 Lease of Ground. In consideration of the rents and covenants
herein stipulated to be paid and performed, Landlord hereby leases
to Tenant and Tenant hereby leases from Landlord, the Leased
Premises. Title to the Leased Premises at the effective date of this
Agreement shall be free of all liens, encumbrances, easements,
restrictions, rights and conditions of record or known to Landlord
except those approved by Tenant in writing.
2.2 Use of Leased Premises. In addition to the terms and conditions
set forth in Article 6 of this Agreement, the Tenant shall use and
occupy the Leased Premises only as a location for the drilling and
operation of a municipal water well and related purposes, and for no
other purpose whatsoever, and subject to the following restrictions:
Tenant shall make no unlawful use of the Leased Premises, nor
shall Tenant conduct any activities of an ultra-hazardous nature
upon the Leased Premises.
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2.3 Easement. Tenant's use of the Leased Premise requires an
associated Water Main Easement dated of even date herewith and
to be recorded as a separate document in the land records of Ada
County Idaho. Payment for the Easement is included in the Rent
set forth in Article 4. The parties agree to execute and record a
vacation of the Easement upon the expiration of this Lease and any
extension term.
3. Term.
3.1 Landlord leases and Tenant rents the Leased Premises for a
primary term of Ninety-Nine (99) consecutive years commencing
upon the "Effective Date" as defined in Section 19 of this Agreement
and terminating on the Ninety-Ninth (99th) anniversary of the
commencement date of the primary term.
3.2 Provided that this Lease shall be in full force and effect and that
Tenant shall not be in default under any of the terms or conditions
hereof, the Parties shall have an option to extend the term of this
Lease upon mutual agreement.
3.3 Holding Over. Holding over is prohibited; provided, however, that
the Parties understand and agree that any holding over by Tenant
of the Leased Premises at the expiration, termination or cancellation
of this Lease, for any reason, including, but not limited to, default for
any reason or natural expiration, shall operate and be construed as
a tenancy from month-to-month. If Tenant holds over beyond the
term of this Lease or any extension or renewal hereof, Tenant shall
be liable to Landlord for all costs, including a reasonable attorney
fee, which may be incurred by Landlord for an action for unlawful
detainer or for any appropriate action to recover possession of the
Leased Premises against Tenant.
4. Rent.
4.1 Tenant agrees to pay Landlord rent for the first year in the amount
of One Thousand Dollars ($1,000.00). Rent for the remainder of
the term shall be in the amount of One Hundred Dollars (100.00)
per year. The entire rent due for the 99 year term may be paid in
advance at the execution of this Lease, and whose receipt shall be
acknowledged by Landlord.
4.2 Rent payments shall be mailed to the West Ada School District,
Attn: Superintendent, 1303 E. Central Drive, Meridian, Idaho 83642,
unless Landlord notifies Tenant in writing of a different location.
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Landlord shall provide Tenant written notice of any failure to pay
rent and provide 30 days from said notice to allow Tenant to cure
the same.
4.3 In the event this Ground Lease is terminated pursuant to the
provisions of this Lease prior to the end of the primary term or
additional term then in effect, Rent shall be prorated to the date of
termination, and Landlord shall refund to Tenant any rent paid and
unearned as of the date of termination, together with any other
sums paid by Tenant for periods beyond the date of termination.
5. Improvements on the Leased Premises.
5.1. Tenant may construct or have constructed such improvements on
the Leased Premises as may be reasonably suitable for use of the
Leased Premises for the purposes outlined in this Lease. Landlord
shall not be obligated to construct any improvements on the
Leased Premises for any reason.
5.2 After completion of the construction of the improvements, Tenant
may, without the further consent of Landlord, make such further
improvements or alterations as Tenant may from time to time
deem necessary or convenient in connection with its use and
occupancy of the Leased Premises as permitted under this Ground
Lease.
5.3 Tenant shall not permit the lien of any contractor, subcontractor,
mechanic, labor or materialman, or any other lien of any kind or
nature to be imposed upon the Leased Premises, and shall
promptly cause the same to be removed if any lien is imposed.
Tenant shall not make any general assignment for the benefit of
creditors.
5.4 Tenant shall not place or allow to be placed any mortgage or deed
of trustor other encumbrance on any improvements on the Leased
Premises or on Tenant's interest in the Leased Premises without
the prior approval of Landlord.
5.5 Fee title to all improvements constructed on the Leased Premises
by Tenant and all additions, alterations and improvements thereto
made by Tenant, even though a part of the realty, shall be and
remain in Tenant during the term of this Ground Lease or any
extension thereof.
5.6 Upon the termination or expiration of this Ground Lease or any
extensions thereof, Tenant shall at once peacefully surrender and
deliver the whole of the above-described Leased Premises
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together with all improvements (except all trade fixtures, furniture,
and equipment) thereon to the Landlord, Landlord's agents or
assigns. Upon such termination, Tenant shall de-commission the
water well according to the rules of the State of Idaho then in
effect. After de-commissioning of the well, fee title to all
improvements then located on the Leased Premises shall pass to
andvest in Landlord, and Tenant shall execute and deliver to
Landlord a good and sufficient quitclaim deed of the Tenant's
interest in this Agreement and the Leased Premises.
6. Use.
6.1 The Leased Premises shall be used only as a location for a
municipal domestic water well and associated facilities.
6.2 Tenant shall use the Leased Premises in continued operations and
shall not abandon the Leased Premises during the lease term or
any extensions thereof.
6.3 Tenant shall, at all times, obtain and comply with all of such
permits, licenses and approvals of any government agency, and
keep the same in full force and effect, and, where applicable,
renew or extend all of such licenses, permits or approvals, all at
Tenant's sole cost and expense.
6.4 Tenant shall, in conducting any activity or business on the Leased
Premises, comply with all environmental laws. If the Tenant fails to
comply with any applicable environmental laws, the Landlord may
enter the Leased Premises and take all reasonable and necessary
measures, at the Tenant's expense, to insure compliance with
environmental laws, after providing Tenant 30 days prior written
notice of Landlord's intent to do so which identifies Tenant's
specific failures to comply as alleged by Landlord. In the event of a
release or a threatened release of hazardous materials, hazardous
wastes or other contaminants into the environment relating to or
arising out of the Tenant's use or occupancy of the Leased
Premises,or in the event of any third party claim, demand, action
or notice is made against the Tenant regarding the Tenant's failure
or alleged failure to comply with any environmental laws, the
Tenant immediately shall notify the Landlord in writing and shall
provide the Landlord with copies of any written claims, demands,
notices or actions, so made. The Tenant shall undertakesuch
steps to remedy and remove any hazardous materials or
hazardous wastes and any other environmental contamination
caused by the Tenant on or under the Leased Premises, as are
necessary to protect the public health and safety and the
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environment from actual or potential harm and to bring the Leased
Premises into compliance with all environmental laws.
6.5 Landlord covenants that so long as no default has occurred,
Tenant shall have quiet and peaceful possession of the Leased
Premises free and clear of any person claiming by, through or
under Landlord, and subject to all matters and rights of record
appearingon the land or known to Tenant as of the effective date of
this Ground Lease.
6.6 While no such taxes or assessments may be validly imposed at
this time against the Tenant by any governmental entity, if, in the
future such taxes or assessments are allowed and upheld as valid
against the Tenant, then Tenant shall pay any such ad valorem tax
or assessment which may be lawfully and validly assessed against
Tenant's interest in the Leased Premises, Tenant's improvements,
or any of Tenant's personal property located on the Leased
Premises.
6.7 Tenant's signage on the Leased Premises shall comply in all
respects with the requirements for signs contained in Meridian
City Code.
6.8 Tenant may obtain electrical or other utility services
consistent with any recorded utility easement obtained by the
Tenant at such locations as approved in writing by Landlord which
approval shall not be unreasonably withheld. If necessary, Tenant
shall seek and obtain from Landlord all appropriate utility
easements which are not now the subject of an existing and legally
sufficient utility easement, which easements shall be recorded as
provided by law. Landlord shall cooperate with Tenant and utility
service provider. Tenant shall pay for any and all costs resulting
from the installation, maintenance or operation of utilities in
connection with its use of the Leased Premises.
7. Utility Charges. Tenant shall pay, prior to delinquency, all utilities or
services used by the Leased Premises during the term of this Ground Lease.
8. Maintenance and Repair.
8.1 Tenant shall, at Tenant's sole cost and expense, maintain the
Leased Premises and improvements in good repair and condition.
Tenant agrees to maintain any improvements upon the Leased
Premises in a good state of repair and condition, including the
appearance of the improvements. Such maintenance, repairs and
replacements shall be madepromptly as and when necessary.
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8.2 Tenant shall make suitable arrangements for the storage,
collection, and removal of all trash, garbage and other refuse
resulting from Tenant's activities on the Leased Premises.
9. Liability of Parties and Insurance.
9.1 Landlord will defend Tenant against any claims that arise solely
from wrongful acts, omissions or negligence of Landlord in the
course of performance of this Agreement, but does not assume
responsibility for the acts, omissions or negligence of the Tenant
or its officials, employees, agents, and invitees. Tenant will
defend Landlord against all claims that occur upon the Leased
Premises and/or which arise from the activities or actions of
Tenant upon the Leased Premises, and from the wrongful acts,
omissions or negligence of Tenant in thecourse of performance of
this Agreement, but does not assume responsibility for the acts,
omissions or negligence of the Landlord or its officials,
employees, agents, and invitees. Each party shall promptly notify
the other of any claim arising under this Agreement and shall
cooperate fully with the defending party or its representatives in
the defense of such claim. This indemnity is provided by and
between Landlord and Tenant as public agencies under Idaho
law, only to the extent allowed by law, and is subject to the
limitations on liability and damages provided by the Idaho Tort
Claims Act.
9.2 Liability Insurance. Tenant, at its own expense, shall keep and
maintain
in full force and effect a comprehensive policy of property and
general liability insurance policy issued by a company licensed to
engage in the insurance business in the State of Idaho, insuring
a I I o f Tenant's obligations under this Agreement, including
Tenant's activities upon, in and about the Leased Premises, in the
limits set forth in the Idaho Tort Claims Act, naming Landlord as a
Certificate Holder.
10. Condemnation. In the event of a partial or total taking of the Leased
Premises by condemnation, eminent domain or any transfer thereof, this Ground Lease
shall terminate. Tenant shall be entitled to all awards for taking of Tenant's
Improvements on theLeased Premises, and any payments as may be due from the
Condemning Authority for the interruption and relocation of Tenant's Improvements.
11. Assignment, Subletting. Neither Tenant nor Landlord shall assign this
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Ground Lease or sublet the whole or any part of the Leased Premises.
12. Default and Termination.
12.1 In the event of a monetary default consisting of the failure to pay
rent or other money due Landlord from Tenant, Tenant shall be in
default immediately upon the day such payment is due and not
made, subject to Landlord's compliance with Section 4.2 herein. In
addition to any other remedy, Landlord may exercise a remedy of
terminating this Ground Lease in the event of a monetary default
thirty (30) days after Landlord gives written notice of Tenant's
monetary default if such default is not fully cured within such thirty
(30) day period. Any failure by Tenant to pay sums due under this
Ground Lease shall be deemed a material default.
12.2 In the event of a default other than a monetary default, either party
shall be deemed to be in default and subject to termination upon
the expiration of thirty (30) days from the receipt of written notice
from the other party specifying the particulars in which the party
has failed to perform the obligations of this Ground Lease, unless
that party, prior to the expiration of said thirty (30) days, has
rectified the particulars specified in the notice. However, such party
shall not be in default if such failure cannot be rectified within the
thirty (30) day period, provided such default will not cause the loss
of any of the governmental permits, licenses or approvals
authorizing operations on the Leased Premises, and provided such
party is using good faith and commercially reasonable efforts to
rectify the particulars.
12.3 The failure of a party to insist upon a strict performance of any of
the terms, conditions and covenants herein shall not be deemed a
waiver of any rights or remedies that said party may have, and shall
not be deemed a waiver of any subsequent breach or default of the
terms, conditions and covenants herein contained.
13. Compliance with Laws.
13.1 Tenant shall comply with and cause the Leased Premises to be in
compliance with all laws, statutes, acts, ordinances, orders,
judgments, decrees, injunctions, rules, regulations, permits,
licenses, authorizations and requirements of and agreements with
allgovernments, departments, commissions, boards, courts,
authorities, agencies and officials which now or at any time
hereafter may be applicable to the Leased Premises or any part
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thereof, or any construction upon, use or condition of the Leased
Premises or any part thereof, and all contracts, agreements,
easements, encumbrances, covenants, conditions and restrictions
existing at the commencement of the Term or thereafter consented
to by Tenant in writing affecting the Leased Premises or the
ownership, occupancy or use thereof or construction thereon.
14. Notices. Any notices required or desired to be given under this Ground
Lease shall be in writing and personally served or given by U.S. Mail. Postal notices
shall be deemed to be given on the date deposited with the United States Postal
Service. Any notice given by mail shall be sent first class, postage prepaid, return
receipt requested, addressed to the party to receive it at the party's principal place of
business or at such other address as the party may from time to time direct in writing.
15. Attorneys' Fees. If either party to this Ground Lease is required to
initiate or defend litigation in any way connected with this Ground Lease, the
prevailing party in such litigation, in addition to any other relief which may be
granted, whether legal or equitable, shall be entitled to reasonable attorneys' fees. If
either party to this Ground Lease is required to initiate or defend litigation with a
third party because of the violation of any term or provision of this Ground Lease, or
obligation of the other party to this Ground Lease, then the party so litigating shall
be entitled to reasonable attorneys' fees from the other party to this Ground Lease.
Attorneys' fees shall include attorneys' fees on any appeal. In addition, a party
entitled to attorneys' fees shall be entitled to all other reasonable costs for
investigating such action, taking depositions and the discovery, travel and all other
necessary costs incurred in such litigation. All such fees shall be deemed to have
accrued on commencement of such action andshall be enforceable whether or not
such action is prosecuted to judgment.
16. Time is of the Essence. Time is and shall be deemed of the essence
in respect to the performance of each provision of this Ground Lease.
17. Article Headings. The article headings of the Ground Lease are
inserted only for reference and do not affect the terms and provisions hereof.
18. General Provisions.
18.1 All of the provisions contained in this Ground Lease shall be
binding uponand inure to the benefit of the heirs, personal
representatives, successors and assigns of the parties hereto.
18.2 In the event of any violation or threatened violation by any person
of any of the easements, covenants or restrictions contained in
this Ground Lease, Landlord and Tenant shall each have the
right to enjoin such violation or threatened violation in a court of
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competent jurisdiction. The right of injunction shall be in addition
to all other remedies set forth in this Ground Lease.
18.3 If any term, covenant, condition or agreement of this Ground Lease
or theapplication of it to any person or circumstance shall to any
extent be invalid or unenforceable, the remainder of this Ground
Lease or the application of such term, covenant, condition or
agreement to persons or circumstances, other than those as to
which it is invalid or unenforceable, shall not be affected thereby,
and each term, covenant, condition or agreement of this Ground
Lease shall be valid and shall be enforced to the extent permitted by
law.
18.4 This Ground Lease contains the entire agreement between the
parties hereto and supersedes all prior agreements, oral or written,
with respect to the subject matter hereof. The provisions of this
Ground Lease shall be construed as a whole and not strictly for or
against any party.
18.5 In construing the provisions of this Ground Lease and whenever the
context so requires, the use of a gender shall include all other
genders, the use of the singular shall include the plural, and the use
of the plural shall include the singular.
18.6 The provisions of this Ground Lease are not intended to create, nor
shall they be in any way interpreted or construed to create, a joint
venture, partnership, or any other similar relationship between the
parties. This Ground Lease is not intended to create, nor shallit be
in any way interpreted or construed to create, any third party
beneficiary rights in any person not a party hereto unless otherwise
expressly provided herein.
18.7 This Ground Lease or a "Memorandum of Ground Lease" shall be
executed and acknowledged by the parties and may be recorded in
Ada County, Idaho. Such Memorandum of Ground Lease shall
include a recitation of the effective date of this Ground Lease and a
recitation of the date of Tenant's occupancy of the Leased Premises
for use as a domestic water well lot.
19. Effective Date.
19.1 Effective Date. The "effective date" for this Ground Lease shall be
date upon which both parties have fully executed this Agreement.
END OF TEXT. SIGATURES ON FOLLOWING PAGES
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LANDLORD:
JOINT SCHOOL DISTRICT NO. 2,
dba WEST ADA SCHOOL DISTRICT
Dr. Derek Bub, Superintendent
STATE OF IDAHO )
) ss
County of Ada )
On this day oft� in the year of 2021, before me a Notary Public
of said State, personally appeared Dr. Derek Bub (signer), known or identified to me to be
the Superintendent of the Joint School District No. 2, dba, West Ada School District who
subscribed said District's name to the foregoing instrument, and acknowledged to me that
he executed the within instrument on behalf of said District.
IN WITNESS THEREOF, I have hereunto set my hand and affixed my official seal
the day and year in this certificate first above written.
Pi1a��c. ',� Notary Signature
e g,�{COMMISSION °o
® s pIves 2.11.2022
o;C
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TENANT:
CITY OF MERIDIAN
Mayor obert Si is -19-2021
Attest by Chr' Johnso`T,Ct. r erk 10-19-2021
STATE OF IDAHO )
County of Ada )
This record was acknowledged before me on 10-19-2021 (date) by Robert E. Simison, Mayor
and Chris Johnson on behalf of the City of Meridian, in their capacities as Mayor and City
Clerk, respectively.
(stamp) nV
Notary Signature
CHARLENE WAY My Commission Expires 3-28-202
COMMISSION##67390 � Residing in Meridian, Idaho
NOTARY PUBLIC
STATE OF IDAHO
MY COMMISSION EXPIRES 3128122
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EXHIBIT A
LEASE AREA DESCRIPTION
FOR THE
CITY OF MERIDIAN, IDAHO
A parcel located in the SE 1/4 of the SW 1/4 of Section 8, Township 3 North, Range 1 East, Boise
Meridian, and being a part of Lot 8 of Block 1 of LOCUST GROVE INDUSTRIAL PARK as shown in
Book 41 of Plats at Page 3391 in the office of the Recorder, Ada County, Idaho, more particularly
described as follows:
Being the south 140.00 feet of the east 130.00 feet of Lot 8 of Block 1 of LOCUST GROVE INDUSTRIAL
PARK.
This parcel contains 18,116 square feet (0.416 acres) more or less, and is subject to any easements
existing or in use.
Prepared by: Kyle A. Koomler, PLS
Civil Survey Consultants, Incorporated O�pL SN
January 27, 2021 �� N
18780
a �-Z7-ZiQ
fF rEOF5ap����`
A. KO®
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Item#13.
EXHIBIT B
SKETCH TO ACCOMPANY LEASE AREA DESCRIPTION FOR
THE CITY OF MERIDIAN LOCATED IN THE SE 114 OF THE
SW I/4 OF SECTION 8, TOWNSHIP 3 NORTH, RANGE 1
EAST, SOISE MERIDIAN, ADA COUNTY, IDAHO
20.00'-►i a
I
i
I
I
LOCUST GRO6'E INUUSTRLAL PARK
BLOCK I
LOT 8
SCALE' 1"=50'
PROPOSED
WATER LINE
EASESIVENT
I
20.00'-
�pNP� L ND
730.00' a 18780
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o LEASE
AREA
CIVIL SURVEY CONSULTANTS, INC.
— — — — 2893 SOUTH MERIDIAN ROAD
MERIDIAN, IDAHO 83642
E LANRK STREET (208)888-4312
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