Loading...
HomeMy WebLinkAboutTimber Ridge Master Lease ngh 4 7_2014TIMBER RIDGE VILLAGE and VAIL ASSOCIATES, INC. Master Lease THIS LEASE is made and entered into as of May 1, 2014 (the “Effective Date”), by and between Town of Vail, d/b/a Timber Ridge Village Apartments (“Lessor”) and The Vail Corporation, a Colorado corporation, d/b/a Vail Associates, Inc. (“Lessee”). Recitals Lessor is the owner of the Timber Ridge Village Apartments located at 1281 N. Frontage Road Vail, Colorado 81657, (“the Apartments”). Lessee employs large numbers of persons requiring housing of the type afforded by the Apartments, and desires to lease from the Lessor fifty four (54) of the Apartments together with forty six (46) parking spaces in order to license those units to certain of its employees or sublet those units to certain other subtenants. Lessor is willing to lease such units to Lessee for such purpose, on the terms and conditions stated in this Lease. Lease 1. Lease of Units. In consideration of the payment of the rent and the performance of the covenants in this Lease, Lessor leases to Lessee, and Lessee takes and leases from Lessor, certain units of the Apartments (each a “Unit”, and collectively the “Units”) as identified on Exhibit A, attached hereto and incorporated herein by reference. 2. Term. The initial term of this Lease shall be seventeen (17) monthsbe twenty-four (24) months, commencing on May 1, 2014 and terminating on September 30, 2015April 30, 2016, with specific units listed on Exhibit A attached hereto, unless otherwise extended or terminated pursuant to Section 20 herein[ Section 20 is the notice section. ]. 3. Rent. Lessee shall pay Lessor as rent under this Lease (“Rent”), without right of setoff and regardless of whether there is in effect a Sublease (as defined below) with respect to any or all units the following monthly amounts: a. For the fifty four (54) Units leased by Lessee from Lessor pursuant to this Lease and listed as numbers 1 through 54 on Exhibit A attached hereto, $1,050.00 per unit per month for a total of $56,700 rent per month. Rent for each Unit shall be due and payable as a single sum, in advance, on or before 12:00 noon on the first day of each calendar month during the term of this Lease at the office at the Apartments. In the event any Unit is subject to this Lease for any partial month, the Rent for that month shall be prorated on a per diem basis. Rent shall include charges for utilities, as provided in Section 10. 4. Sublease of Units Permitted. Lessee shall be entitled to license it’s Units to it’s bona fide employees during the term of their employment by Lessee, or Lessee’s other subtenants (collectively, “Subtenants”) for rental not greater, than the aggregate amount of Rent payable under this Lease. Any such arrangement with bona fide employees of Lessee will be pursuant to an employee license agreement in form and substance reasonably acceptable to Lessor and, in the case of other subtenants, pursuant to written sublease in all substantive respects identical to Lessor’s standard tenant lease and approved by Lessor (collectively, “Sublease”). The terms of any Sublease will be as Lessee determines to be appropriate in its discretion (but in no event extending beyond the term of this Lease) and subject to such reasonable qualifications and restrictions as Lessor from time to time imposes with respect to tenants of the Apartments generally. Without limiting the generality of the foregoing, Lessee acknowledges that because other Apartments utilize tax exempt funding, certain requirements for tenancy have been mandated. 5. Possession and Quiet Enjoyment. Upon the payment of Rent herein reserved and upon the performance of all terms of this Lease, Lessee and any and all Subtenants shall at all times during the initial term and during any Option Period, peaceably possess and enjoy the leased Units without any disturbance from the Lessor or from any other person claming through the Lessor. 6. Maintenance and Repairs. Lessee shall notify Lessor and/ or its managing agent, presently Corum Real Estate Group, of all necessary maintenance and repairs to the structural portions of the Apartments, together with the pipes, roof, heating systems, plumbing and plumbing systems serving any of the common areas and/or individual Units, and all existing power to the building, any exterior windows, doors, equipment and appliances on or about the common areas and the individual Units, and Lessor shall be responsible for conducting all such repairs, replacements and maintenance. The Apartments shall be maintained in present or better condition at the sole cost and expense of the Lessor, unless any repairs or maintenance are directly attributable to and caused by Lessee’s or any Subtenant’s gross negligence. All repairs and maintenance shall be made promptly, as and when necessary, taking into account the circumstance and priority of the repair or maintenance and its impact to Lessee’s and/or the Subtenants’ use of the individual Units and common areas, Lessor’s structural integrity or impact to other units within the building. All such repairs, replacements and maintenance shall be in quality and class at least equal to the original work. On default of the Lessor in making such repairs, replacements or maintenance, Lessee may, but shall not be required to make such repairs, replacements or maintenance for the Lessor’s account, and deduct the expense thereof from Lessee’s monthly Rent. In the event that repairs are necessary as a direct result of Lessee’s or any Subtenant’s gross negligence, Lessee shall be responsible for such repairs. On default of Lessee in making such repairs, Lessor may, but shall not be required to, make such repairs for the Lessee’s account, and the expense thereof shall constitute and be collectable as additional rent. 7. Late Payment. Rents not paid by 8:00 a.m. on the fifth day of the month in which due shall be subject to an initial late charge equal to 5% of the total amount due plus $5.00 per day per unit thereafter until paid in full. Lessee shall pay the prevailing charge for Lessee’s fees, and (if adjudicated) treble damages as provided in Colorado law. Lessee acknowledges that two returned checks will result in cash or money orders being required to pay Rent. 8. Certain Covenants of Lessee and Subtenants. Lessee shall and by the terms of the Subleases shall cause all Subtenants to agree to: a. comply with all reasonable rules and regulations which Lessor may make from time to time for the protection of the building or the general welfare and comfort of the residents of the Apartments, including those stated on Exhibit B to this lease, attached hereto and incorporated herein by this reference; provided, however, that to the extent that any such rules and regulations conflict with the terms herein, the terms of this Lease shall control; b. keep the Units in as good order and condition as when the same were entered by Lessee, loss by fire, or inevitable accident (except when caused by the gross negligence of Lessee or the Subtenant) or ordinary wear excepted (ordinary wear meaning wear which occurs without Lessee’s or Subtenants’ negligence, carelessness, accident or abuse). c. except as otherwise permitted in this Lease, to sublet no part of a Unit nor assign this Lease or any Sublease without the express prior written consent of Lessor; d. neither hold nor attempt to hold Lessor, or its agents or service personnel liable for any injury or damage to person or property either proximate or remote, arising from the acts of Lessee, any Subtenant, any resident of any Unit, any guest of any such resident, or of any owners or occupants of adjoining property, unless such injury or damage to person or property was a result of Lessor’s negligence. e. allow Lessor or any of its employees to enter any Unit at any time to make emergency repairs, or, upon reasonable notice to Lessee and the affected Subtenants, to inspect the Unit, or within 30 days prior to the end of the term of this Lease, to show the Units to prospective tenants. 9. Subordination of Lease. This Lease and each Sublease shall be subordinate to the lien of any existing indebtedness, and all indebtedness which may be made a lien on the premises in the future, and Lessee shall (and by the terms of the Subleases shall cause each Subtenant to agree to) execute and deliver such further instrument or instruments subordinate this Lease to the lien of any such indebtedness as may be desired the holder thereof, and Lessor hereby appoints (and by the terms of the Subleases shall cause each Subtenant to appoint) Lessor as its, his or her attorney-in-fact to execute any such instrument on behalf of the Lessee and all Subtenants, such interest being coupled with an interest and irrevocable, provided that Lessor has first requested Lessee to execute such an instrument and Lessee has failed to do so within seven days. 10. Provision of Utilities. Lessor shall arrange for provision to the Units of electricity, connection to basic cable television service, water, sewer and trash removal. Lessor shall be solely responsible for the cost and expense of water, sewer, snow removal, trash removal and recycle. Lessee is solely responsible for the cost of electricity. The individual Subtenants shall be solely responsible for activating the cable service in Subtenants’ name and for the cost and expense of all cable service fees. In the event of excessive use or waste of any such utility services provided to any Unit, Lessor may at its option cause such services to be separately metered and if it does so Lessee shall pay the metered amount monthly (such amounts, “Utility Charges”). Lessor shall furnish heat to the Units during the usual heating season, and such costs shall be borne by Lessee as electricity costs. Lessor shall not be liable for any claim of damages, rebate or charge of any kind in case of the interruption of utility or other services to the Units occasioned by accident, failure of power supply or any other cause whatsoever beyond the control of Lessor. 11. Parking. Lessee shall be entitled to forty six (46) parking spaces at the Apartments. . 12. Damage Deposit. Lessee submitted to Lessor and Lessor has on file security letters in the amount of $77,518 as a “Damage Deposit” for the Units leased to Lessee by Lessor under this Lease. Any other deposits paid by the Subtenants to Lessee shall be refunded by Lessee, in whole or in part to such Subtenants, within sixty days after termination of their respective Subleases, provided that: (a) all provisions and conditions of their respective Subleases have been complied with; (b) such Subtenants have maintained and left the Units occupied by them in good order and condition as when the same were entered by Lessee, loss by fire, or inevitable accident (except when caused by the negligence of Lessee or the Subtenant) or ordinary wear excepted (ordinary wear meaning wear which occurs without Lessee’s or Subtenant’s negligence, carelessness, accident or abuse); (c) the affected Units have been vacated, and all keys have been returned the Lessor. THE DAMAGE DEPOSIT CANNOT BE APPLIED TO THE RENT OR UTILITY CHARGES UNDER THIS LEASE OR ANY SUBLEASE BY LESSEE OR ANY SUBTENANT. Damage Deposits and/or any other deposits may, but are not required to be, deposited into an interest-bearing account by Lessor. Interest, if any, earned on amounts deposited in any such account shall be the property solely of Lessor. The relevant Damage Deposit and all other deposits are subject to deduction or forfeiture for unpaid rent, late payments, returned check charges, damage to a Unit, its contents or its common areas, smoke or stain removal, unreturned keys, administrative charges, reletting fees, collection costs and cleaning charges. Lessor shall use the Move-in and Condition From, attached to this Lease as Exhibit C and incorporated herein by this reference, in evaluating damages to each Unit. Lessor shall return the security letters to Lessee within sixty (60) days after the expiration or termination of this Lease. 13. Holding Over. If after the expiration of this Lease, Lessee or any Subtenants remain in possession of any Units, with the permission of Lessor but without written modification of this Lease extending the term of this Lease or modifying the amount of Rent, such possession shall not constitute a renewal of this Lease for all or any part of the term of this Lease, and Lessee shall be a tenant, and any Subtenants shall be subtenants or licensees (as applicable), of the affected Units from month to month at a monthly Rent in utilities Charge payable in advance, equal to 150% of the monthly Rent and Utilities Charge payable under this Lease for the last month of the term of this Lease, but otherwise subject to all of the other terms and conditions of this Lease. Notwithstanding the foregoing, if Lessee or any Subtenants remain in possession of any Units after the expiration of this Lease, and Lessee and Lessor are simultaneously engaged in good faith negotiations to enter into a new Lease, Lessee’s or the Subtenant’s possession of the affected Units shall be month to month at a monthly Rent equal to the rent charged for the previous lease year and subject to the terms and conditions of this Lease. 14. Default. If Lessee shall be in arrears in the payment of any installment of Rent, Utility Charges, or other charges or any portion thereof, or in default of any covenants or agreements in this Lease to be performed by Lessee, and such default shall be uncorrected for a period of ten (10) days after Lessor has given written notice thereof, of if Lessee shall become insolvent, shall make any assignment for the benefit of its creditors, shall be unable to pay its obligations as they become due or if Lessee shall file or there shall be filed with respect to Lessee any petition or order for relief under the federal bankruptcy laws or the bankruptcy or insolvency laws of any other jurisdiction , then an in those events Lessor may reenter and take possession of any or all of the Units without prejudice to any remedies for arrears of Rent or Utility Charges or other sums due under this Lease. If Lessor elects to reenter the Units or take possession thereof pursuant to legal proceedings, Lessor may, without terminating this Lease, terminate all or any of the Subleases to pay and receive and collect directly from all Subtenants’ respective Subleases. No such reentry or taking possession of any Units by Lessor shall be construed as an election by Lessor to terminate this Lease or any Sublease unless it gives Lessee and, in the case of Subleases, the affected Subtenants, thirty (30) days advance written notice of such a termination. If Lessor repossesses any Units without terminating the relevant Subleases, or terminates any Subleases and relets the affected Units, Lessee shall pay to Lessor (i) the Rent and Utility Charges and other amounts that would have been payable to Lessor under this Lease if Lessor’s repossession of such Units had not occurred, less (ii) the net proceeds, if any, of any unterminated Subleases and proceeds from reletting of the Units for which Subleases have been terminated, after deducting all of Lessor’s expenses in connection with such collection and/or reletting. If this Lease is terminated, Lessee shall remain liable to Lessee for damages in amount equal to the Rent and Utility Charges and other amounts payable under this Lease for the balance of the term of this Lease as if this Lease had not been terminated, less the net proceeds, if any, from any subsequent reletting or any Subleases accepted and recognized by Lessor as direct leases from Lessor to the Subtenants of the affected Units, after deducting all expenses associated therewith. Lessee shall pay such amounts to Lessor monthly, on the days on which such sums otherwise would have been payable. The rights and remedies stated in this Section are cumulative, and do not limit or impair any other right or remedy at law or in equity. If Lessor is in default of any of its obligations under this Lease, Lessee may terminate this Lease, without penalty; provided, that, Lessee has provided thirty (30) days written notice to Lessor describing the default, and provided, that, Lessor has failed to remedy the default within thirty (30) days of receipt of written notice of default by Lessee. 15. Casualty Loss. If any of the Units are rendered untenable or are damaged or destroyed by fire or other casualty and if in Lessor’s reasonable determination such repairs or rebuilding cannot be substantially completed within thirty days after the occurrence of such casualty, then (i) this Lease shall terminate only as to the affected Units and all Rent and Utility Charges for the affected Units shall be payable with respect to the period ending upon the date of such injury or damage and (ii) Lessor shall thereafter offer Lessee alternative units in substitution for the Units affected by such casualty loss, and Lessee shall accept such alternative units if and to the extent such alternative units are acceptable to Lessee. If any of the Units are rendered untenable or are damaged or destroyed by fire or other casualty and Lessor determines to rebuild or repair such Units, and if in Lessor’s determination such repairs or rebuilding can substantially be completed within thirty days after the occurrence of such casualty, Lessor shall do so with reasonable diligence and this Lease and the Subleases of the affected Units shall not be affected, except that the Rent and Utility Charges for the affected Units (or a just and proportionate part thereof according to the nature and extent of the damage which has been sustained) shall be abated until the affected Units have been so repaired and restored. Notwithstanding the foregoing, in the event that any of the Units are rendered untenable by reason of fire, mold, or any other casualty, Lessee may, in its sole discretion, terminate this Lease with regard to the affected Units, and Lessee’s obligations under this Lease shall be terminated effective as of the termination date. If the Lease is terminated as to less than all of the Units as provided in this Section 15, Rent payable by Lessee will be reduced by the per Unit rental amount (in effect at such time) multiplied by the number of Units with respect to which this Lease has been terminated. 16. Insurance. a. Lessor’s Insurance. During the term of this Lease, Lessor shall provide and keep in force: (i) Comprehensive general liability insurance to include coverage for bodily injury, property damage, death and personal injury (employee and contractual liability exclusions deleted), contractual liability (including coverage for the contractual liability of Lessor for performance of the indemnification provisions of this Lease); and broad form property damage, with limits of not less than One Million Dollars ($1,000,000.00) each occurrence combined single limit for bodily injury, property damage and personal injury and Two Million Dollars ($2,000,000.00) aggregate for bodily injury and property damage. Lessor shall also obtain an umbrella policy with limits not less than Five Million Dollars ($5,000,000.00) over the primary policy. (ii) Property insurance covering the Building and all contents therein which are provided by Lessor. (iii) Fire and extended coverage insurance for all risks, vandalism and malicious mischief, sprinkler damage, boilers and rental loss with respect to the Property. b. Any insurance provided for in this Section 18(a) may be maintained by mans of a policy or policies of blanket insurance, covering additional items or locations or insureds. Lessor shall provide certificates and/or the declaration pages of the insurance policies required herein to Lessee upon execution of this Master Lease. c. Lessee acknowledges that Lessor’s insurance does not cover the personal property of Lessee, any Subtenants, or any of their guests. Lessee shall advise Subtenants to purchase insurance coverage for loss to personal property due to fire, theft, water damage and other unfortunate events, liability coverage, and other appropriate insurance coverage. 18. Successors and Assigns. This Lease shall be binding on the parties and their permitted successors and assigns. Except as expressly permitted by this Lease, Lessee shall not assign any of its rights or obligations under this Lease or sublet any of the Units without the prior written consent of Lessor, such consent not to be unreasonably withheld. Any assignment of sublease without such prior written consent shall be void. 19. Termination. Either party may terminate this Lease with or without cause by giving sixty (60) days advance written notice to the other party at the address provided in Section 21 herein. 20. Notice. Any communication between Lessee and Lessor shall be in writing and shall be deemed sufficiently given if delivered personally to the Lessee or Lessor or any of their employees or agents, or if sent by certified or registered United States mail, addressed at the following address: If to Lessor: If to Lessee: The Town of Vail Vail Associates, Inc. 75 S. Frontage Road West 390 Interlocken Cresent, Suite 1000 Vail, CO 81657 Vail, CO 81658Broomfield, CO 80232 Attn: Town Manager and Town Attorney Attn: Micki Summeril With a copy to: Corum Real Estate Group 600 South Cherry Street. Suite 625 Denver, CO 80246 Attn: Amy Cooley 21. Contingency; No Debt. Pursuant to Article X, § 20 of the Colorado Constitution, any financial obligations of the Lessor under this Lease are specifically contingent upon annual appropriation of funds sufficient to perform such obligations. This Lease shall never constitute a debt or obligation of the Lessor within any statutory or constitutional provision. 22. Governmental Immunity. The Lessor, its officers, and its employees, are relying on, and do not waive or intend to waive by any provision of this Lease, the monetary limitations or any other rights, immunities, and protections provided by the Colorado Governmental Immunity Act, C.R.S. § 24-10-101, et seq., as amended, or otherwise available to the Town and its officers or employees 23. Indemnification. Lessor will indemnify and defend Lessee and save it harmless from and against any and all claims, actions, damages, liability and expense in connection with loss of life, personal injury and/or damage to property arising from or out of any occurrence in, upon or at the building and common areas, or the occupancy, ownership and use by Lessor of the building and common areas or any party thereof, which is occasioned wholly or in part by any act or omission of Lessor, its agents, employees, contractors, licensees, guests or invitees; provided, however, that any loss or damage is not attributable to Lessee’s gross negligence or misconduct. 243. Miscellaneous. Lessor retains the unrestricted right to change, alter, abolish or add to any of the appurtenances of the Units, as may seem best to Lessor, and to dispose of or rent any other portion of the buildings in which the Units are located as Lessor elects, provided that doing so does not interfere unreasonably with Lessee’s or Subtenants’ right hereunder. Lessee has relied solely on the statements contained in this Lease. This Lease cannot be modified except as agreed in writing by Lessor and Lessee. No assent on the part of the Lessor, expressed or implied, to any breach or any one or more of the covenants or agreements of Lessee shall be deemed or taken to be a waiver of any succeeding or other breach or any continuation of such breach. IN WITNESS WHEREOF, LESSOR and LESSEE have respectively executed this Lease as of the date first set forth above. LESSOR: LESSEE: Town of Vail The Vail Corporation, a Colorado corporation d/b/a Timber Ridge Village Apartments d/b/a Vail Associates, Inc. By: _________________________________________ By: __________________________________ Name:_______________________________________ Name:________________________________ Title: _______________________________________ Title: _________________________________ Date: __________________ _____________________ Date: _________________________________ ATTEST: ATTEST: By: ________________________________________ By: ________________________________________ EXHIBIT A (Attached to and forming part of Master Lease - The Vail Corporation, d/b/a Vail Associates, Inc. and Timber Ridge Affordable Housing Corporation, d/b/a Timber Ridge Village Apartments,) The following is a list of apartments that Vail Associates, Inc. will be occupying according to the Master Lease: Unit #  Unit #    1 K-1 40 M-5    2 K-2 41 M-6    3 K-3 42 M-7    4 K-5 43 M-8    5 K-6 44 M-9    6 K-7 45 M-10    7 K-8 46 M-11    8 K-9 47 M-12    9 K-10 48 M-13    10 K-11 49 M-14    11  K-12 50 M-15    12 K-13 51 M-16    13 K-14 52 M-17    14 K-15 53 M-18    15 K-16 54 TBD    16 K-17      17 K-18      18 L-1      19 L-2      20 L-3      21 L-4      22 L-5      23 L-6      24 L-7      25 L-8      26 L-9      27 L-10      28 L-11      29 L-12      30 L-13      31 L-14      32 L-15      33 L-16      34 L-17      35 L-18      36 M-1      37 M-2      38 M-3      39 M-4                                   EXHIBIT B (Attached to and forming part of Master Lease - between The Vail Corporation, d/b/a Vail Associates, Inc. and Timber Ridge Affordable Housing Corporation, d/b/a Timber Ridge Village Apartments, dated) RULES AND REGULATIONS EXHIBIT C (Attached to and forming part of Master Lease - between The Vail Corporation, d/b/a Vail Associates, Inc. and Timber Ridge Affordable Housing Corporation, d/b/a Timber Ridge Village Apartments, dated ____________) MOVE-IN AND CONDITION FORM EXHIBIT D Additional Occupancy and Cooperation Terms for The Vail Corporation d/b/a Vail Associates, Inc A maximum of three (3) occupants will be allowed in each unit that Vail AssociatesLessee subleases or licenses to it’s employees during the term of their employment by Lessee, or Lessee’s other Subtenants. Lessee Vail Associates, Inc will provide on-site coverage seven days/week during the fall check-in period and during the winter season for the management of tenant issues in its rented units, including inspections of units to control unauthorized occupancy. LesseeVail Associates Inc, will staff maintenance support on site to manage maintenance needs caused by its tenants. Timber RidgeLessor will contract with a third-party vendor for primary snow removal services; LesseeVail Associates Inc. will provide support with parking lot snow removal on an as-needed basis. Lessee Vail Associates Inc. will support on-site management as needed for tenant issues, and will direct Pinnacle, its property manager, to collaborate closely with LessorTimber Ridge management to ensure seamless communication and delivery of service for its tenants as well as effective management of tenant behavior.