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15-1094 Approving First Amendment to Lease Agreement with American Harvest for Sublease with the Turf Farm for Property on Lake HazelCITY OF MERIDIAN RESOLUTION NO. 15 - BY THE CITY COUNCIL: BIRD, BORTON, CAVENER, MILAM, ROUNTREE, ZAREMBA A RESOLUTION APPROVING FIRST AMENDMENT TO LEASE AGREEMENT WITH AMERICAN HARVEST, LLC AND AUTHORIZATION FOR SUBLEASE WITH THE TURF COMPANY FOR LAND OWNED BY CITY AND LOCATED ON LAKE HAZEL ROAD, IN ADA COUNTY IDAHO; AUTHORIZING THE MAYOR AND CITY CLERK TO EXECUTE AND ATTEST SAID AGREEMENT ON BEHALF OF THE CITY OF MERIDIAN; AND PROVIDING AN EFFECTIVE DATE. WHEREAS, the City owns real property located on Lake Hazel Road, Ada County, Idaho, identified as Parcel no. S 1405212410, which is currently unused by City (hereinafter "Lease Premises"); WHEREAS, City is authorized by Idaho Code section 50-1401 to manage real property owned by the City in ways which the judgment of the city council deems to be in the public interest; WHEREAS, the City Council of the City of Meridian hereby finds that the lease of the Lease Premises to James Lowe for turf farming and sporting events serves the public interest as the most efficient method of controlling weeds, pests, and dust and provides and supports recreational facilities and opportunities, including soccer programming, for members of the Meridian community; WHEREAS, the City Council of the City of Meridian hereby finds that the Lease Premises are not otherwise needed for City purposes; and WHEREAS, pursuant to Idaho Code section 50-1407, the Mayor and Council hereby resolve and authorize the lease of Lease Premises to James Lowe and the sublease of Lease Premises to the Turf Company; NOW, THEREFORE, BE IT RESOLVED BY THE MAYOR AND CITY COUNCIL OF THE CITY OF MERIDIAN, IDAHO AS FOLLOWS: Section 1. That the terms of the First Amendment To Lease Agreement With American Harvest, LLC and Authorization for Sublease with the Turf Company, attached hereto and incorporated herein, are just and equitable, and the same is hereby approved as to both form and content. Section 2. That the Mayor and City Clerk be, and hereby are, authorized to respectively execute and attest said instrument for and on behalf of the City of Meridian. Section 3. That this Resolution shall be in full force and effect immediately upon its adoption and approval. ADOPTED by the City Council of the City of Meridian, Idaho, this day of October, 2015. APPROVED by the Mayor of the Cirt n, Idaho, this day of Oc er, 2015. G��40 (�pTr� APPROVED:`$ TEST: cstyat E lDfAN*--�1 fT.,, ion H Mayor Tamm de eerd F SEAL cee V. Holman, City Clerk �lhr iRG,\S�'�0 RESOLUTION AUTHORIZING FIRST AMENDMENT TO LEASE AGREEMENT WITH AMERICAN HARVEST, LLC AND AUTHORIZATION FOR SUBLEASE WITH TURF CO. PAGE 1 OF 1 FIRST AMENDMENT TO LEASE AGREEMENT WITH AMERICAN HARVEST, LLC and AUTHORIZATION FOR SUBLEASE WITH THE TURF COMPANY This FIRST AMENDMENT TO LEASE AGREEMENT WITH AMERICAN HARVEST, LLC and AUTHORIZATION FOR SUBLEASE WITH THE TURF COMPANY LLC, dba THE TURF COMPANY ("First Amendment and Sublease") is made and entered into this .- day of October, 2015, by and between the City of Meridian, a municipal corporation organized under the laws of the State of Idaho (hereinafter "City"), American Harvest, LLC, a limited liability company organized under the laws of the State of Idaho (hereinafter "Lessee"), and Darwin McKay, on behalf of the Turf Company, an assumed business name of the Turf Company, LLC, a limited liability corporation organized under the laws of the state of Idaho, whose address is 6100 S. Eagle Road, Meridian, Idaho (hereinafter "Sublessee"). WHEREAS, on October 16, 2012, City and Lessee entered into a Lease Agreement ("October 16, 2012 Lease Agreement") for real property located on Lake Hazel Road, Ada County, Idaho, identified as Parcel no. S 1405212410, approximately seventy-seven (77) acres of which is currently unused by City ("Lease Premises"); WHEREAS, Lessee wishes to use the Lease Premises to grow turf, and seeks to expand the permitted use of the Lease Premises to include sporting events and activities, in accordance with Ada County permitting requirements; WHEREAS, City is authorized by Idaho Code section 50-1401 to manage real property owned by the City in ways which the City Council deems to be in the public interest; WHEREAS, the City Council of the City of Meridian hereby finds that the continued lease of the Lease Premises to Lessee for crop farming serves the public interest as the most efficient method of controlling weeds, pests, and dust, and expanding the allowed use of the Lease Premises for sporting events would serve the public interest by providing and supporting recreational facilities and opportunities, including soccer programming, for members of the Meridian community; WHEREAS, the City Council of the City of Meridian hereby finds that Lease Premises are not otherwise needed for City purposes, though the parties specifically acknowledge that the Lease Premises are owned by City for the express purpose of developing such land for municipal park use; and WHEREAS, pursuant to Idaho Code section 50-1407, the mayor and council hereby resolve and authorize the lease of Lease Premises to Lessee; NOW, THEREFORE, for good and valuable consideration, the receipt and sufficiency of which is hereby acknowledged and agreed, and in consideration of the mutual promises and covenants herein contained, and in consideration of the recitals above, which are incorporated herein, City and City agree as follows: I. Effective date. The effective date of this First Amendment and Sublease shall be November 16, 2015. Until such date, all provisions of the October 16, 2012 Lease Agreement shall apply without amendment. FIRST AMENDMENT TO LEASE AGREEMENT WITH AMERICAN HARVEST FOR LAKE HAZEL PROPERTY AND AUTHORIZATION TO SUBLEASE PAGE 1 OF 4 II. Section II modified. Section II of the October 16, 2012 Lease Agreement shall read as follows: II. Use of Lease Premises. Lessee's use and occupancy of the Lease Premises shall be limited to farming operations and sporting events held in compliance with any and all Ada County ordinances and permitting requirements. "Farming operations" shall include crop farming and pasturing cattle and/or horses. Lessee's use and occupancy shall not include, except as expressly specified herein, any rights to minerals, water, oil, or other extractable product. Lessee shall not use or permit the use of the premises for any other purpose other than farming operations or sporting events without the express written consent of the City. No sporting events shall be allowed between dusk and 8:00 a.m. III. New section; section III.S. A new subsection, subsection S, shall be added to section III of the October 16, 2012 Lease Agreement, to read as follows: S. County permitting and regulation. Prior to scheduling or allowing any sporting event or activity on the Lease Premises, Lessee shall obtain any and all required permits from Ada County for such event or activity, and shall provide copies of any and all County permits to City upon issuance. Lessee shall comply in all respects with all County permits and any other applicable law, ordinance, regulation, policy, agreement, or MPR requirement as it relates to any sporting event held on the Lease Premises. IV. Section IV modified. Section IV of the October 16, 2012 Lease Agreement shall read as follows: IV. Rental payment. Lessee shall pay to City a total annual lease payment of $11,550 for the entire Lease Premises. The annual lease payment shall be due in full by November 15 each year. Unless either party, between November 15 and December 31, provides to the other written notification of its desire to renegotiate the rental amount for the following year, the rate set forth herein shall apply. If the parties agree upon a rate differing from that set forth herein, such agreement shall be adopted via written addendum to this Agreement. If neither party notifies the other of a desire to renegotiate, upon renewal of the lease term, the most recently agreed-upon rate shall apply. V. Section VII.H. modified. Section VII.H. of the October 16, 2012 Lease Agreement shall read as follows: H. No assignment. Lessee shall not assign, sublet or transfer the leased premises, or any portion thereof, or cause or suffer any alterations thereto, other than as specified in this Agreement, without the express written consent of City. All of the terms, provisions, covenants and conditions of this Agreement shall inure to the benefit of, and shall be binding upon, each party and their successors, assigns, legal representatives, heirs, executors, administrators, or sublessees. This includes, without limitation, provisions regarding liability insurance and indemnification set forth herein. Policies held by Lessee's assignor, sublessee or transferee shall name City as an additional insured party, and Lessee shall provide to City a copy of such policy. FiRST AMENDMENT TO LEASE AGREEMENT WITH AMERICAN HARVEST FOR LAKE HAZEL PROPERTY AND AUTHORIZATION TO SUBLEASE PAGE 2 OF 4 VI. Section VII.O. modified. Section VII.O. of the October 16, 2012 Lease Agreement shall read as follows: O. Exhibits. Except as to those provisions of Lessee's proposal regarding consideration that are modified by the First Amendment and Sublease, all exhibits to this Agreement are incorporated by reference and made a part of hereof as if the exhibits were set forth in their entirety herein. VII. New section; section VII.P. A new subsection, subsection P, shall be added to section VII of the October 16, 2012 Lease Agreement, to read as follows: P. Severability. If any term of this Agreement is to any extent invalid, illegal, or incapable of being enforced, such term shall be excluded to the extent of such invalidity, illegality, or unenforceability; all other terms hereof shall remain in full force and effect. VIII. Authorization of Sublease. City hereby authorizes the sublease of the Lease Premises to Sublessee. All terms of the October 16, 2012 Lease Agreement and of this First Amendment and Sublease shall apply to Lessee's sublease to Sublessee, and are incorporated thereto by reference, regardless of the form of the sublease agreement between Lessee and Sublessee. Specifically, without limitation, Sublessee is subject to the following provisions, and Lessee shall ensure Sublessee's compliance therewith by providing all of the following to the Director of the Meridian Parks & Recreation Department, by 12:00 p.m. (noon) on November 25, 2015: A. A copy of the written agreement between Lessee and with Sublessee, which agreement must include Sublessee's acknowledgement of, and agreement to comply with, each and all of the terms, provisions, covenants and conditions of the October 16, 2012 Lease Agreement and First Amendment and Sublease, as well as Sublessee's specific agreement to indemnify and hold harmless the City of Meridian as set forth in section V.M of the October 16, 2012 Lease Agreement. B. A copy of Sublessee's liability insurance, worker's compensation insurance, and crop insurance policies, as set forth in sections V.N, V.O, and V.P of the October 16, 2012 Lease Agreement. Such policies must be in the amounts listed in those provisions, and must name the City of Meridian as an additional insured party. C. Sublessee's contact information for day-to-day communication, as may be necessary. IX. All other provisions in effect. Except as expressly modified by this First Amendment and Sublease or other duly executed addenda, all provisions of the October 16, 2012 Lease Agreement shall remain in full force and effect. No other understanding, whether oral or written, shall be deemed to enlarge, limit or otherwise affect the operation of the October 16, 2012 Lease Agreement or this amendment thereto. IN WITNESS WHEREOF, the parties shall cause this First Amendment and Sublease to be executed by their duly authorized officers, to be effective on the effective date established above. FIRST AMENDMENT TO LEASE AGREEMENT WITH AMERICAN HARVEST FOR LAKE HAZEL PROPERTY AND AUTHORIZATION TO SUBLEASE PAGE 3 OF 4 LESSEE: AME CAN HARVEST, LLC L__ Jam s A. Lowe, Managing Member 0TZi' yk = +rte �UBLI 41 4 OF 1'D —;.®®® SUBLESSEE: THE TURF COMPANY, LLC dba THE TURF COMPANY LQ _ku t.Q/✓ C - Darwin McKay, Manal�ll ' ,••••eeeeDey�o., 01 Noy ftb @Ge ,�. A�O ••••e CITY OF Daq0 1 y1 fi)&)(�/ y 4vl, STATE OF IDAHO ss; County of ) I, V t— hereby certify that on this ay of 20 5, ersonally appeared before me James A. Lowe, ei g y me first duly sworn, declared that he is the managing member of American Harvest, LLC, that he signed the foregoing document as managing member of American a st, LLC, an at ments contained therein are true. t Notary ublic f aho Residi g at _. °° Idaho My Commission Expires STATE OF IDAHO ss: County of ) I, E hereby certify that on this day of , 2�i�e ersonally appeared before me weing irst duly sworn, declared that�� he is the managing member of G,that heu� ned the foregoing document as managing member of 6 mp icap, LLC nd e statements contained therein are true. Notar ublic • aho Res' ' n at b1J, i Idaho W-6fritls'on Expires: _f City of intra J� r e H ma , rty Clerk STATE OF IDAHO ) r TRS° ): ss County of Ada ) On this U day of October, 2015, before me, a Notary Public, personally appeared Tammy de Weerd and Jaycee L. Holman, know or identified to me to be the Mayor and Clerk, respectively, of the City of Meridian, who executed the instrument or the person that executed the instrument of behalf of said City, and acknowledged to me that such City executed the same. IN WITNESS WHEREOF, I have hereunto set my hand and affixed my official seal the day and year in this certificate first above written. r 01 FIRST AMVDI�ENT TO LEASE AGIW FOR LAKEOF I�Q ��Z�►Ai ease&* Notary Public o�-rZd­�ho Residing at e -)r i My Commission Expires: WITH AMERICAN HARVEST ZATION TO SUBLEASE Idaho PAGE 4 OF 4