HomeMy WebLinkAboutO-1834ORDINANCE NO. 1834
BE IT (WAINED BY 'Flit! GOVERNING BODY OIT TIJE CITY OF
FAIRROPE—ALAHAN1A. AS FOLUMN
SEUVION, 1, It is Lodi, established und dedamd that the descrihed real
property of he Clq of PlOxTo Alabama, is aw needed Or IMP or tirfutwipal
puMvws Wig the to of this le, se� fo-m it
Appi,oximatcly 16,300 squarc feet cot' floor space Cal U Imain flawr diciveoll
but cxcludrilt; approximately 1,500 square feet of lmscnwni kwul ai 106 &
Church Street, Edrhope, ri\lahama 34,532,
4\T T11F w7nivusT,
I ROM "THE INMAN ()J°
UMN1,11 OF THE [04l+RSWJl0N OF S.:MNF JANIPS' AVENIJE AIND
fj-] W WiTY; ME WNT Sf)t�ljl STR RUN N' of)000115"
205-2FEETT0,;%
jar r fl NT, I'llf NVE RUNK N\1 ST, i FAVING SAJD RR iTIT&W-WAY :: 046,
FUTWU 711E POINTOF fill HNNING i 110B)� THUNc f' KUN \N [,S'F,,t W� �O
FEET U-) A POI-N'T; THIM I R1 'IN S(-)j,1rj-jj, _, 511j) y�jlj T() A POINI;
HWNVU, RUN EAST, ; 1160 FFH IDA P01NT, 111FM I- RUN S(-)UTH,
n6h FEET.lays A KnW, I HUM U RUN WESE - 11 1o.0 FETA"TO A POIN'L
1111:W1 Rt,r%-' SOUITL , WD Win TO A, POINrL 141FNIC1, RIJN EAST, 1
QUT FEET ) A HIE-NIC'E RU�N NOR-111, 20')D F"J',Ej' 'To A,
INHAT JUCT N' RU',4' FAS1, O A FEET Tfl-IrNCE RUN
Nk )Ft "I 1 1, r:: 166.0 FEET ID T1 111 14 HK OF BECINN VN0, ( ()N T VN N
011 ACREY MORU OR I I SA I YING IN 6j<A"V6 SECTUN 37,
IDWNSHIP6 SMIT11, It ATHIF 2 FAST, BALDWIN COUNI Y,
a. having roveiked an o aid%virt The Uy of FariduTe, Alahaim ffer from B�
outily Community and hcommuc VVelopmunt Foundation. Inc, to lease Heart real
propeny ckscribed LnSmwn IAJ-fose, itishereb), dcularcd to lace inthe best intcrcstof
the lmh1k and the Cij of Fnihopc, Alabama, to leaSC Naid real property Baldwin
(Am"Ey ( Anni'llurrity and L�i2onomlc Dc'.'elopluern FOLUU1060n, life, under the following
ienins and conditionk ray n it
-
The leased paTeig to he uwd only (aw We paqlo,e c)fc; ar r°ying an as
as Husiness Inculartor Ubb (Tentwd by Bal6kin t ounra (i,,,,,,,n",,,j,,
and [xonornic Ffc-,elopnent Fouridatiou. Inc. or other wovialed
purp,ows My and for im officir (,,)r purpose wiflaml w r1lien couscm of
the Cily of Fairhope, for, the tenn of fideoi (15) Yew for 1he
in0mumi yeafly rent ot,SLOO pa,%abie wspecitie-d in leaqe,
SH, I If )\11 3, Pupriallt to t1 e ;a.whorvy gralitod by Scc,,ron 1 1- 7-21 of the Code (11'
Ahlarna of 1971 he Mpar of the City of 1-aiihope. Alahmnse is hewhy directed w
ex craw said lease apreenicnt in the narne of -he (My of hArkIv. Abbarna
SECTR)N 4. The suctimrs, parographs, sentericcs, clauNcs and phisses of this onlAmnee
are sowrable., and if any fohra,:e, clause, scutencca. paragraph or ,ccuorf of this,
ordinance shall be declined unconstiuditntai by as court of'competent junsdiction, then
such ruling shall not affca any other wagmphs and sections, since the sanic would
have been enacted by the municipalky, Council oN ithout the incorponation of' ally such
phrascclausc, Cntencepatagraph or scctiorf.
Ordinance No, I XP,
SECTION 5, Ths, twidinanct., sha lake effect immediatcl% upon ilS due ;Idopiion and
ptjhhi,afion as i:cqi.6rcd by Piiw
r an s,
am
v
City Clerk
NI OP ITI THIS 121+1 DAY OF NIA�% 20"5
:icck Burrell:Mcil Prci,�Idcjlt
WC)PTIA) THIS 12 fill DA '()F'NIAY2,(,)'s
�heT %1"", 1w n, Nivivor
7
1, PARTIES: This I vase Agreement (this "LEAS F") is rn ad e and entered to be effective as of
2025, by and between the CITY OF FAIRHOPL, an Alabama municipal corporation ("LESSck-', and
BALDWIN COUIVY ( OMMUNOY AND FCONC)NUC DEVELOPMENT FOUNFiAlION INC., an Alabama non-
profit corporation ('UNANT"},
2 TERM OF LEASE,. Thrs, IFASF shall commence on 2025, and shall run for a
term of fifteen (15) years therefrom (the 'TERM' )
3, PREMISES: LESSOR hereby leases to TENANT In(, premises as described and depic.ted on tire attached
Exhibit A, containing approximately 16,300 sqtiare feet of floor spare on the main floor thereof, but
excluding approximately 3,500 square feet of basement (hereinafter, the "PREMISES"), located at 106 S.
Church Street, Fairhope, Alabama 36532
4- RENT: The annual !,rent shall be ONE DOLLAR I$1,00) per year,
5 CDVENANTS:
a) TENANT agrees to pay said rent in full (35.0C dollars) for the TERM of this LEASE at
the commencement of the'TURM.
b) TENANT agrees to use and occupy the PRIFMISES for the purpose of carrying on as a Business
Incubator and Innovation Flub operated by the Baidwiii County Community and Economic Development
Foundation or other associated purposes only, and for nc-) other object or purpwr e without the written
consent of the LESSOR, which consent shall not be unreasonabh, withheld, and to comply with all
apphcable lavvs, rules and regulations,
c) TENANT agrees it shall not at any time assign, lthi,, LEASE, or any portion Viereof, without the
written consent of the LESSOR. Notwithstanding the foregoing, nothing in this LEASE shall be deemed to
prevent TENANT frorn charging fees to third parties for use of the PREMISES in accorddnLe with the
atithorized purposes hereof,
d) TENANT shall at all terries keep the PREMISES in a reasonably neat, orderly and Sanitary
condition and shall keep the entryways adjoining the PRI MISES reasonably clean and free from rubbish
and cl+rt. TENANT will not rnake or suffer any waste of the PREMISES or permit anythinp ,, to be done in or
upon the PREMISES creating a ilUiSance thereov, and IENANT ' ufther agrees to permit the LESSOR or its
agents at all reasonable tunes to eater Capon the PW NISI for making repairs or fear exarnining or showing
the 5arrie to prospective custorriert of LESSOR. T he TENANT further covenants and agrees to keep the
giounds grid exterior area adjoictne the PREMTSES in a reasonably clear:r and sanitary condition,
e) TENANT agrees to surrender possession of the PREMISES upon termination of this LEASE (or
any extension hereof) in as good condition as when received,, reasonable wear and tear excepted. Upon
surrender or ternninatiun, all jiltaCrIled trade fixtures and other attached furniture, fixtures an(] equipment
shall become the property of the I ESSCR- if, during the I FkM of this I i ASL, or any renewal or extension
thereof, the PREMISES shall partially be damaged by fire or other casualty, the PREMIiSIS minus attached
trd,de fi-�ure5 anduther aaached forniture, fixtures and equipment shall be repaired ti,th ail properspeed
at the expense of the LESSOR unless the LESSOR and TENANT shall mutually agree in writing within sixty
(60) days attar SUch damage to tPrminnine this I [ASE 1-1cwever. during the TERM of this LEAS(, or any
renewal or extension thereof, should the FRENIlSES be dannaged by Fire or casuaLty sc, that the PRUAISB
are Fen dered totally unfit for occupancy and cannot be rie;tored within 120 days, then at the option of
eithe,r the LESSOR or TENANT, th;s I i:AtF may be terrmnaried from the date of such damage by either party
giving written notice to .he other party of such Cancellation within sixty (60) days folfowing such damage;
and LIPUN SUCh terminavon, TENANT shall imniedralely ,tirrender the PREMISES to LESSOR who may enter
and repossess the PWAiSFS- lit the event Mining the TERM of this LEASE, or any renewal or extension
tlrivicof, the PREMISES shall be rendered unfit for occupancy but can be restored within 120 days, then
LESSOR, at LESSOR's expense, -shall promptly restore Vic, PREMISES to its former condition (not 4iclurling
T1,- NAN T improvements),
f) TENANT shalt pay all charges and bills fray water, gas. clectricilv, and such other utiditics, as rray
he assessed or charged against TENANT during the TERM,
g) TENANT shall have the right and privilege to Con,rt,inCt
and build or install in the PRENNSES any
trade fixture, equipment, and structures as may be detenilmed ne(essarj in TENANT's sole discretion. Ad
such trade fixtures, equipment, and structures of every kind at)(] nature uSed in PREN11SES supplied and
installed at the sole cost and expense of the TENANT shalt at all tmies be and rernain the property of the
TENANT, and TENANT shall have the right I )Ve at! or any part of the trade fixtures from the PRINflSES
at any tonpprovided, however, that TENANT shall repair or reimburse LESSOP for the co-st,of repairing
any dartiage to the PREMISES resuking from thle removal of any such trade fixture. LESSOR shall have no
obligation to perfoTin arty improvements whatsoever
hl' IEN:ANT SPECIFICALLY ACK.NOWLEDGES that iii the event of a natural disaster, the LESSOR
prionlizer repznir.- and services to City infrastructure and faclht4R first and no real or perceived delay in
repairs ta the PREMISES shall b:e construed as arr abandonmeHt of the terins and conditions of this LEASE
(j, HOLD OVER TERM, If the TENANT rennzins in possol-,ion beyond the expiration of this LEASE, or any
exiension or ,enewal hereof, and negotiation of ient car demand to, quit the PREMISES has been given,
',U(h holding over shalf be deemed a month-to-nionth lerionry with lease rental rates increasing to
,>5,000 00 p,e,r mon1h. All other terms in effect at the tinie such hold over takes place shall remain the
�arine a,, r,Aated herein.
7. (-ANCFLI-ATiCN PRIVUGE: It is expressly understood and agreed bythe parlreshereto that the TENANT
di all' have the option to terminate this LEASE at the end of any fisral year in the evont fad-, to appropriate
funding to f uily comply with the TENANT's responsibilitlies W forth in this LEASE. TENANT may othe, wise
I prininate this 1, EASE for any reason at the end of any calenda r year upon rune (I ) nionth's notice-
8, SUBORDINATIOW The TENA,NT'5 rights under thk, LEASE shall rt::mam svljordiniate to any bond fide
mortgage or deed try spoire debt which is n1owor may hereafter he pluses. upon the PREMISES; prowded
that the n T[NANI's teancy shall not be disturbed, nor snk: aI h c� cove ncints and conditions of this LEASE be
invalidated or changed.
9 OE[AULTIt al any tinie one party shall default in any of !ta coveriant,; or nbligations rinderthis LEASE,
tithe other Party SI)ail aaa. Written notice of the nztue ofthe default If the default cannot be cured within
thirt:V day, , OW, 00gl reVed party n1dy carnet, this LEASE without fili'therL obligation.
H
10 NOTf'CE,-',-. All rent payrnenis due hereunder shall be made to, and notices required to bF gwen to
LESSOR hereunder, shall be 5prit to LFy'-(-)F' at If Y,4-iR s, addres, and such other address as LESSOR may
direct from tirrie to time by written rotice to TENANT All rrotice,-' required to be given by LESSOR or
TENANT hereunder shall be sent tc, TENANT at TENANT s address, or to such address as TENANT may
direct from time tr, time bywrittPri notice to, I FSSC)R,
11, BEN" U�
' This LEASE and ail of tt~e covenants, and provision herein shall inure to the benefit of and be
i —LL—
biindWip, UpOtl the successo,s and assigns of the parties hereto. Each provision hereof shall be deerned
both as covenant and corditior and OnaH run with the land.
12. INTEGRATION AND WAIVER: This written LEASE contains the entire agreement of the parties Oereto
"Vit r L r Mod f i ��e � h reietence to leasing said PREMISES, ex(ept a,,� may be fuhe ramt e-ndedo -d in wriline,
betweenthe Parties- No waiver of any broach of covenant herein r.ontained shall be construed as vvitiver
of the c,overian:t itself or any subsequent brewach thereof.
1.3 INSURANCE: TENANT will provide, for itself, it officers, trustees, employees, and agents general
Iiijbility in5UrJnCe for bodily injury or property damage-1 provided, however, that such acts are wilhirr the
cropv- and limit of the insurance coverage of the IENANI, and eerily to the extent of such scope and firmt.
It is igreed by the parties that such insurance does riot provide general liability coverage to LESSOR
TENANT shall also provide insurance to coveall convents and fixtures A letter of verification of said
insivance will be provided setting forth the limits of liability and designation cf poh1cy, years It is further
agreed and understood by the parties that the TEN414T is riot herem and vidi not provide any type of
in,.iiranke for the prolecOon of the building e,nve�ope from fire or casualty Further it is understood by
the parnec, and agreed to that the insurance on the, builchng, wcluded in Ilse PREMISES is the sole
fespoinsibifity of the CIPT' OF FARHOPE, and ,be TENANT bV entenrig into this LEASE assumes no
fesponsiibihty for insuring the protection of said buddirig At all iinies, after the execution of this LEASE, the
I ES.Sr R thr(JU nage to said building, which
IZI) rt!� own expense wdl maintain insuraiice apain!,t lost, or- dar
coveiage w0� be based on the vaiue of said building I he If fi�()R will also maintain liability cove -rage for
ovents, arising out of occurrences related to said building or grounds which are not due to the negligence
or wilifol or wanton misconduct of tfie TENANT or its inviteet,, 11hi, TENANT will maintain liability coverage
for events arirsmg out Of OCCUrrences related to said building or groun& which are due to the negilige'nce
or swilful or wanton misconduct of they TENANT or its invitees.
1-1 13011 DIN(, MAINI F NANCE. I FSSOR and TENANT shall have fourteen 114) days from the execution of
this agreenit',,rit to inspect the current condition of all rripchanical, electrical and plumbtrig systems
assucia(ed will) the PREMISES. Once LESSOR is satisfied, in its sole do'crretJoij, that the systems have been
pre5ented and are in well maintained and working order, and TENANT agree that the parties, shall
then be equally responsible for maintenance, repair.and/or replacpment of the HVAC system and
plumbing systems throughout the TERM LESSOR shall be respons?h14, for ri),rumpnarice, repair of electrical
in throughout the term of the lease. Aftef satisfactor,,, iiope0o,� read twfio,per. LESSOR shall riot be
syste
tequired to repair or replace anV mechaimcai, electrical nr pluvirbiriF systern daniage jcaused ty, negligent
or willful acts of the 1 ENANT, its agents, emplovees or inv. teas LESSOR may repair darriage caused by
Iregligerit of voiHfur a05 of the TENANT, os agents, erriployees, Judents or iriviteeg and charge back
11 NAN'T for said tepaor or rep,acernent. LESSOR at its sole discretrori, shall determine if the damage
neceF,5niitmg repair ur replacement ayes caused by tire negiigent or VMIfUl acts of the TENANT, its agents,
ernpOyep" or
V
15, LANDLORD/TENANT GENERAL RESRONSiBILITHLS, Sec Exhibit B attached hereto
16. IENANT is required to obtain ali permits fo* cr)nstruction cr irriproverrrent on the PREMISES with, the
understanding that fees may be waived at the discretion of the City of Fairlhope,
17 RELEASE,_HOLD HARMLESS AND rNDENIWY AGRUNILIN rT, TFNANT does hereby complete-tyand fully
release, rerrflse, aca * wt, and discharge faiever I E',)-,"-�OR, and its officers, agents, and employees, of and from
any and all claims, demands, a&onr, rasps (J action., smts, masts" porsonal injury, wrongful death,
darnages.,expenses, compensation, and liaWny of (,v(,r,y kind, character, and description, ei'herdirect or
CONSeqUefitial, at fa* or, in equity, of whatever kind or, nature, including, but not limited to, claims in
rontract, tart or equity thaz have arisen or may arise, directly or indirectly, in connectiDn with the
TENAJJT*5 USC of the PREMiSES including but not limited to thC building, sidewalks, adjacent parking areas,
dnve,, and to the unleased portions of the building and its exterior including exterior grounds, sidewalks,
parta!ne, etc To the extent allowed by law, TFNANV shall indemnify and hold harmless LESSOR frorn
LESSOR's loss or expense, including reasonable attorney fees for c.Wms for persona'� injury, wrongful
death, property damage, loss, damage, or injury of any kind or character to any person or property arising
frorn the Use of the PREMISES by the TENANT, its mvmbr`Ts, agPrItS, efupbyeeS, students, Dr, irivlitees or
thei, refpeclive use of the unlieased areas and exterior grounds., sidewalks, parking, etc. Additionally, to
the extent allowed by law, TENANT shall inderninHy and hold harnfle.5,s LESSDR from LESSOR s loss or
expense, including reasonable attorney fees, agimst kill clarms cau,,ed by or arising from any act or
omission of the LESSOR, as agents, servants and/orernptnyves
18 GOVEPNINC) LAVV: This LEASE shall be govemed by and interpreted under the laws of the State of
Alabama.
E
i5ign at utc Page fort ca5c Ay c umcnt between Ci4- of fa;rhope and
Potdwin County Community and Economic Development FouiidWion, lnc,
IN WITNESS WHEREOF, the parties have cawwd the s Lease Agreement to be eNecuted on the date
first above witten
ATTEST-,
tr5a A Hs0r ., MM(
City Clerk
M
CITY OF FAIRHOPE, an Alabarna municipZ7
c ration
Sherry ration
ry 5 u n, V9ayor
non-profit corporation
Depiction of the Premises (Pink Hatch)
bit A trj Lease I
P
WAMUM
JOINT RESPONSIBILITIES
The fades shall be equal y responsible for maanteriance, repair aridl/cr replacernent of the 14VAC and
plurnbing 5Vster-r-s throughOUt the I EPPvl- LESSOR -,halt not be reqLhred to repair or replace any
merhanical, HVAC, electrical or plurnbing systeirn dar-nage caued by the neglect or willful acts of the
TENANT, its agents, vrnployees or invitees. I-MOR may repair damage caused by negligent or willful
arts c,,f the TENANT, its agents erriplloyees, or invitees and charge back TENANI for repair or
replacement, LESS1014 at its sole discretion, shall determine 4 the darnage necessitating repair or
replacement was (aUSed by the negligent or �%jHful acts of the ? ENANT, its agents, ernployee,, or
invitcv.s.
LESSOR RESPONSIBILITIES PURSUANT TO THE LEASE
1 General routwe impectiOn. rpparr ard maintenarce of roof system and brflddMe enve;lope
2, Annual inspection, repair and maintenance major electrical syslerns and if/%vlipn LESSOR deerns
necessary, periodic inspections of the HVAC andjor plumbing symnis,
3 ArkmW inspectj,'rn, repair and mainterance fire, afarrn/supp� ewsiun 5yslenrj,
,I 064,ly cost and, maintenance of detached extenor fighttrg (metered separate)
5, CaurjPuS (including PREMISES) sanitation services provided at pickup point.
6 I'Viintatning insurance cn the structure only as, set forth above
TENANT RESPONSIBILITIES PURSUANT TO THE LEASE
1. All custodial care (including cleaning and consurnahle supphe5)
2. Bijilding security.- active and passwve
3- Estabh5hrrient and paynierit of uufity bills ;seplrately metered)
4. Establishment and payment of telpcornrnuni(atic)n and Internet utility bills
5. Contents and general liability infurance (with City as additional insured)
6; Routine intericra maintenance and repair (incTudint, but not firrioed tail
a Tile/Carpet/Floor Cleaning, Polishing and Seaiing
b Changing,/servicing of IiEjit bulb/fixtures
c Chang ing/,.e ry tci ng of air filters
d �NMovw washwg
v. Paint Touchup surd scheduled repainting
f Patching of walls due tC, ,carnage or placemenl/removal of fixtures,
g Clogged Toflet-s and repair of localized PIUMHng r5SUeS
Exhibit B to Lease A.,:,ieeniert
hRppavr and Maintenancc of Tenant Specific Elecricai Systems
i- Repao, and klaintenaiice of Tenant Sper,fic Teleconi/H Systems
j. Repair and Maintenance of Tenant Specific Secorily -Systems
k, Repair and Maimenance of Tenant Specific Aludirivisuaf Systenis
I. Repairs and Maintenarirp of 1piriant Specific furniture, fixtures and equipment,
Exhibit B to Lease Agreement