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HomeMy WebLinkAboutFire DepartmentREAL ESTATE LEASE THIS LEASE is made and entered into as of the ~ day of September, 2004, by and between Geo. Pfau's Sons Company, Inc. ("Landlord"), Jeffersonville Fire Department ("Fire Department,') and City of Jeffersonville ("City," collectively with Fire Department as "Tenant"). WHEREAS, Landlord and Tenant now desire to execute this Lease (the "Lease") upon the terms and conditions below set forth; NOW THEREFORE, the parties agree as follows: PROPERTY. Landlord herby leases and lets to Tenant, and Tenant hereby takes and hires from Landlord, upon and subject to the terms, conditions, covenants and provisions hereof, all that certain vacant land, situated in Clark County, Indiana, as described in Exhibit A annexed hereto and made part hereof (the "Property"). TERM. This Lease shall be a year-to-year lease beginning September 1, 2004 with automatic renewal should Tenant remain in possession of the Property. Landlord shall have the right to terminate this Lease upon rfinety (90) days written notice to Tenant. RENT. Tenant covenants and agrees to pay to Landlord a rental (the "Rent") of One Dollar ($1.00) per year, payable in advance on the 1 st day of September of each year during the term of this lease. 4. USE. Tenant shall use the Property only for training and educating employees and the public associated with the Fire Department, including but not limited to the use of Safe House and other training vehicles. Tenant shall not use, or permit the use of, the Property for any unlawful purpose or in violation of any law, order or regulation of any governmental authority or any restrictive covenant relating to the use or occupancy of the Property. c. If any use of the Property increases insurance premiums, Tenant shall pay Landlord, upon demand, a sum equal to the increases in premiums. Tenant agrees to comply with all applicable Federal, State and Local environmental laws and regulations, including those relating to air and water pollution control and prevention, and disposal of any and all hazardous waste and substances, and agrees to hold Landlord harmless from any liability under said laws and regulations, not the Landlord's fault. 5. TAXES. Landlord shall pay and be responsible for ail real estate taxes and assessments levied on the Property. 6. LIENS. The Tenant shall not cause any liens or encumbrances of any nature to be filed, levied or perfected against Landlord's fee interest in the Property. If, because of any act or omission of Tenant, any mechanic's lien or other lien, charge or order for the payment of money shall be filed against Landlord or any portion of Landlord's fee interest in the Property, Tenant shall, at its own cost and expense, cause the same to be discharged of record or bonded within ninety (90) days after written notice from Landlord to Tenant of the filing thereof. Tenant shall indemnify and hold harmless Landlord against and from all costs, liabilities, suits, penalties, claims and demands, including reasonable counsel fees, resulting from any lien or encumbrance set forth in paragraph 6(a). 7. RISK OF LOSS. Tenant shall bear the Risk of Loss arising from damage to or loss of Tenant's personal property and trade fixtures located on the Property. "AS IS." The Tenant hereby acknowledges and agrees that it has inspected the Property, that it is completely familiar with the condition of the Property, and that it will accept possession of same "as is." INSURANCE. Tenant further agrees that it will at its sole cost insure its own personal property stored on the Property. Such policies shall be purchased from an insurance company of sound capacity licensed to do business in Indiana, and shall be in an amount not less than one hundred percent (100%) of the actual replacement cost. Tenant shall defend, indemnify and hold harmless the Landlord from any liabilities arising out of its respective use of the Property, except to the extent the liability was occasioned by the Landlord. A copy of each such policy or certificate of insurance shall be delivered to the Landlord. 10. INDEMNITY. The Tenant shall indemnify, hold harmless and defend the Landlord from all claims, actions, damages, expenses, liabilities and judgments asserted, commenced or obtained against the Landlord by reason of Tenant's operation or possession of the Property, including but not limited to the use of the Safe House or vehicles, or caused by an occurrence or accident upon the Property or upon any of the existing or hereinafter created easements or rights-of-way surrounding or on the Property, or occasioned wholly or in part by an act or omission of Tenant, its agents, subcontractors, employees, servants or lessees. 11. LIABILITY INSURANCE. In order to secure the performance of paragraph 10, the Tenant shall constantly maintain during the Term of this Lease, public liability insurance on the Property and its activities thereon, with minimum limits of $1,000,000.00 per elam for personal or bodily injury or death and for property damage. Such policy shall be issued by a company of sound capacity licensed to do business in Indiana and approved by the Landlord and shall name Landlord as an additional insured. The Tenant shall deliver to the Landlord a certificate of insurance signed by the insurer and on each policy renewal date thereafter. Such insurance shall not be cancelable without at least ten (10) days prior written notice to Landlord and may be part of a "blanket" policy maintained by Tenant for other properties owned or leased by Tenant or affiliates of Tenant. 12. CASUALTY. Notwithstanding any provisions to the contrary in this Lease, if the Property shall be destroyed or damaged by casualty to such an extent as will make the Property unusable for more than seven (7) days for the uses described in Paragraph 4 above, either party (excepting any party whose fault caused the casualty) has the right to terminate this Lease by giving notice of such termination to the other party within thirty (30 days) after the date the casualty occurs. Termination of this Lease shall then be effective as of the date of such casualty. Rent shall be prorated to the date of termination. 13. MAINTENANCE OF THE PROPERTY. Tenant shall, at all times during the Term of this Lease, and at its own cost and expense, perform necessary routine maintenance of the Property, and shall use all reasonable precaution to prevent waste, damage or injury. The Tenant shall be responsible for any pollution or environmental contamination, and any required clean-up or removal related thereto, to the Property during the term of this Lease which is caused or created by the Tenant's use of the Property. b. Tenant agrees to keep, at Tenant's expense, the Property in a clean, sightly and healthful condition. 14. ALTERATIONS, REPLACEMENTS. With Landlord's permission, Tenant may at its own cost and expense, make alterations, changes, replacements, improvements and additions to the Property. 15. TITLE TO IMPROVEMENTS. At all times during the term of this Lease and thereafter, the Landlord shall have title to any and all improvements made by Tenant. 3 16. SURRENDER BY TENANT. On the last day or sooner termination of the Term of this Lease, Tenant shall quit and surrender the Property then thereon. In addition, prior to surrender, and at the Tenant's cost and expense, Tenant shall return the Property to the same or similar condition as the Property's condition was before the beginning of this Lease, if desirable by the Landlord. t7. REQUIREMENTS OF PUBLIC AUTHORITY. During the Term of this Lease, Tenant shall, at its own cost and expense, promptly observe and comply with all present and future laws, rules and regulations of the federal, state, county and city governments and of all other governmental authorities affecting the Property or appurtenances thereto whether the same are in force at the commencement of the Term of this Lease or may in the furore be passed, enacted or directed, and Tenant shall pay all costs, expenses, liabilities, losses, damages, fines, penalties, claims and demands, including reasonable counsel fees, that may in any manner arise out of or be imposed because of the failure of Tenant to comply with the covenants of this paragraph. 18. OBJECTION BY TENANT. Tenant shall have the right to contest by appropriate legal proceeding diligently conducted in good faith, in the name of the Tenant, or Landlord (if legally required), or both (if legally required), without cost or expense to Landlord, the validity or application of any law, ordinance, nde, regulation or requirement of the nature referred to in paragraph 17 above. 19. CONDEMNATION. If the whole of the Property, or such portion therof as will make the Property unusable for the uses described in Paragraph 4 above is condemned and sold for any public use or purpose by any legally constituted authority, this Lease shall terminate when possession is taken by such authority; and rent shall be prorated as of the date possession is so taken. Termination of this Lease under this Paragraph shall not prejudice the rights of either Landlord or Tenant to recover compensation from the condemning authority for any loss or damage caused by such condemnation. Neither Landlord nor Tenant shall have any rights in or to any award made to the other by the condemning authority. 20. INSPECTION BY LANDLORD. The Landlord and/or its agents shall have the right to enter and inspect the Property and all improvements located thereon at any reasonable time during the Term hereof and to exhibit the Property to prospective purchasers and tenants. 21. DEFAULTS AND REMEDIES. a. DEFAULTS BY TENANT. A default by Tenant will have occurred under this Lease if: i. Tenant fails to pay the full amount of any installment of rent on or before the date when it is due and payable; or ii. Tenant fails to observe or perform any other provision of this Lease for thirty (30) days after Landlord has given Tenant notice of the nature of Tenant's failure; or iii. Tenant abandons, quits or vacates the Property; or iv. Any activity of Tenant causes the cancellation of hazard insurance coverage on the Property; or v. The interest of Tenant under this Lease is ordered sold under execution or other legal process; or vi. Tenant files a petition in bankruptcy or for an arrangement under any present or future federal or state bankruptcy law, or is adjudicated bankrupt or insolvent, or makes an assignment for the benefit of creditors, or admits in writing Tenant's inability to pay debts as they become due. REMEDIES. : If a default by Tenant has occurred under this Lease and is continuing, Landlord has the following remedies and obligations: i. The right to re-enter and repossess the Property, and the right to remove all persons and property from the Property, all in a lawful manner. ii. The right to give Tenant not,ce of Landlo d s termination of this Lease as of the date specified in the notice, the date to be not earlier than the date of the notice. EFFECT OF REMEDIES. Upon exercise by Landlord or Landlord's right to re-enter and repossess, or to remove persons and property from, the Property or upon termination of this Lease pursuant to Paragraph 21(b)(ii), Tenant and each person claiming by or through Tenant shall forthwith quit the Property and surrender it to Landlord, and Landlord shall be entitled to all remedies at law or in equity to effect this right. Upon re-entry, Landlord shall again have possession of the Property as though this Lease had not been made. Upon the date specified in Landlord's notice of intention to terminate this Lease, this Lease shall terminate, and Tenant and any person claiming by or through Tenant shall become a tenant at sufferance. 22. 23. 24. 25. 26. 27. ii. Within seven (7) days of Tenant's vacation of the Property, Tenant shall become therefrom all of Tenant's personal property. If Tenant fails to so remove, said property shall be deemed as abandoned by Tenant and shall become the property of Landlord. DEFAULTS BY LANDLORD. A Defadlt by the Landlord will have occurred under this Lease if Landlord fails to observe or perform any obligation imposed upon Landlord by this Lease for thirty (30) days after Tenant has given Landlord notice of the nature of Landlord's failure. e. REMEDIES. If a default by Landlord has occurred under this Lease and is continuing, Tenant has the following remedies: The right to bring an action against Landlord to recover such damages as Tenant may have incurred as a result of Landlord's default. ii. The right to claim an eviction as provided by Indiana law. BINDiNG EFFECT. This Lease shall be binding upon and shall inure to the benefit of the parties, their respective heirs, personal representatives, successors and assigns. TIME OF ESSENCE AND GOVERNING LAW. Time is of the essence of this Lease. This Lease shall be governed by and construed in accordance with the laws of the State of Indiana. ENTIRE AGREEMENT. This Lease contains the entire agreement between the parties with respect to the matters to which it pertains and may be amended only by written agreement signed by both Landlord and Tenant. HEADiNGS; DRAFTiNG. The paragraph captions used herein are for convenience of reference only and shall not be considered in the interpretation or construction of this Lease. This Lease was drafted by Landlord for convenience purposes only and examined by Tenant and shall not be construed for or against either party by reason thereof. RELATIONSHIP OF PARTIES. Nothing contained herein shall be deemed or construed by the parties hereto, nor by any third party, as creating the relationship of principal or agent, or of partnership, or of joint venture between the parties hereto, it being agreed that neither the provisions hereof nor any acts of the parties shall be deemed to create any relationship other than landlord and tenant. NO WAIVER. No requirement whatsoever of this Lease shall be deemed waived or varied unless such waiver or variance be contained in a writing signed 6 by the party against who enfomement is sought. No waiver by Landlord or Tenant at any time of any breach or default of any provision of this Lease shall be deemed a waiver of a breach or default of any other provision of this Lease or a consent to any subsequent breach or default of the same or any other provision. No acceptance by Landlord of any partial payment shall constitute an accord or satisfaction but shall only be deemed a part payment on account. 28. PARTIAL INVALIDITY. In any term, covenant, condition or provision of this Lease or the application thereof to any person or circumstance shall, at any time or to any extent, be invalid or unenforceable, the remainder of this Lease, or the application of such term or provision to persons or circumstances other than those as to which it is held invalid or unenforceable, shall not be affected thereby, and each term, covenant, condition and provision of this Lease shall be valid and be enforced to the fullest extent permitted by law. IN WITNESS WHEREOF, the parties have signed on this the date first above written. TENANT: JEFFERSONVILLE FIRE DEPARTMENT CITY~LLE LANDLORD: GEO. PFAU'S SONS COMPANY, INC. President and CEO 7 EXHIBIT A City of Jeffersonville, Block 78, northwest comer, the rectangular area outside present 8 ft high chain link fence, approximately 120 feet along 8th Street by approximately 180 feet along Wall Street.