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HomeMy WebLinkAboutResolution 2013-0025CITY OF WHEAT RIDGE, COLORADO RESOLUTION NO. 25 Series of 2013 TITLE: A RESOLUTION APPROVING A LEASE AGREEMENT WITH JEFFERSON COUNTY FOR THE PURPOSE OF MANAGING CERTAIN REAL PROPERTY FOR RECREATIONAL GOLD PANNING WHEREAS, Jefferson County is the owner of certain real property described in Exhibit A-1 and depicted , for reference purposes only in Exhibit A-2 , both of which are attached hereto and incorporated by reference (the "Lease Property") and ; WHEREAS , the County does not currently intend to develop the Lease Property for open space, park or recreational purposes, but believes that such Lease Property should be developed , maintained and operated for public recreational gold panning by the City of Wheat Ridge ; and WHEREAS , the City, acting through its City Council , has determined it to be in the interest of its residents to enter into a lease with the County to develop , operate and maintain the Lease Property for public recreational gold panning . NOW, THEREFORE, BE IT RESOLVED by the City Council of the City of Wheat Ridge, Colorado, as follows : THE ATTACHED LEASE AGREEMENT WITH JEFFERSON COUNTY FOR THE PURPOSE OF MANAGING CERTAIN REAL PROPERTY FOR RECREATIONAL GOLD PANNING IS HEREBY APPROVED. DONE AND RESOLVED this 22nd day of Jul~ 2.013 . ATTEST: ~!~e~ LEASE AGREEMENT THIS LEASE AGREEMENT ("Lease"), dated for reference purposes on ly thjs day of . 2013, is between the COUNTY OF JEFFERSON, STATE OF COLORADO, a body politic and corporate (the ''County") and the CITY OF WHEAT RIDGE, a municipal corporation (the "Lessee"). RECITALS A. The County is the owner of the property described in Exhibit A-1 and depicted , for reference purposes only in Exhibit A-2, both of which are attached hereto and incorporated by reference (the "Lease Property"); and B . The County does not currently intend to develop the Lease Property for open space, park or recreational purposes , but believes that such Lease Property shou ld be developed, maintained and operated for public recreational gold panrung by the Lessee; and C. The Lessee is desi rous of entering into a lease with the County to develop, operate and maintain the Lease Property for public rec reational gold panning. NOW, THEREFORE, in consideration of the mutual agreements, conditions and provisions hereinafter set forth, the parties to this Lease agree as follows: I. PROPERTY LEASED. The County leases to the Lessee and the Lessee leases from the County the Lease Property . The Lease Property is leased "as is " without any warranties. 2. TERM AND COMPENSATION. The term of this Lease shall be ten years from the date of its execution by the Jefferson County Board of County Commissioners (the "Board"), thereby ending on 2023, unless terminated earlier as provided herein . No monetary compensation or lease payments are required of the Lessee. 3. USE OF LEASE PROPERTY. (a) The Lessee covenants and agrees to on ly use the Lease Property for public recreational gold panning purposes. The County Open Space Program will assist Lessee in establishing rules or guidelines and a monitoring system for gold panning on the Lease Property . The Lessee is authorized to adopt and enforce such rules, guidelines, and mon itoring system at its discretion. Wheat Ridge Gold Pannmg Lease 7-26-13 doc (b) The Lessee may not alter the fl oodplain within the Lease Property . (c) A 36" culvert ("Culvert'') exists on the Lease Property, the lo cation of which is depicted on Exhibit B attached hereto and incorporated by reference. The Culvert drains an adj o ining wetland area for which the C ounty is responsible under the U.S. Corps of Engineers' jurisdiction. The Lessee may not alter or obstruct the Culvert or its operation in any way. The County shall have access to the Lease Property at all reasonable times , without notice to the Lessee, including for access to the Cul vert fo r the purposes of operation, maintenance, and repair. (d) The Lessee shall not install any improvements or structures on the Lease Property except for s igns approved by the County. (e) The County retains ownership of the land, water, water rights, wells and an y relate d improvements that are appurtenant to the Lease Property. (f) The Lessee shall not use , keep, or permit any substance or material in or about the Lea se Property that may vitiate or endanger the validity of the insurance thereof or increase the hazard or risk of fire or flooding . (g) The Lessee shall keep the Lease Property clean and in a sanitary condition and, to the greatest extent possible within its standard Police and Parks and Recreation budgetary restriction s, shall not peiTllit any disorderly conduct, undue noise or nuisance on the Lease Pro perty . (h) The Lessee shall not use or authori.ze or permit others to use the Lease Pro perty for any purpose prohibited by the laws of the United States, the State of Colorado, and the City o f Wheat Ridge. The Lessee s hall comply with all current zoning regulatio ns set forth in the Clear Creek Crossing Planned Commercial Development, which permits open space and outdoo r recreati on . The parties agree that gold panning is permitted on the Lease Property, within the limitations as to nuisance and noise, and the requirements impo sed by Lessee, as elsewhere herein establi shed or permitted. (i) Upon the termination or expirati on of this Lease the Lessee shall , withjn thirty (30) days thereof, remove any and all s ign s placed purs uant to this Lease. G) The Lessee, and not the County, shall be responsib le for the total o peration, management, and maintenance of the Lease Property. Wheat Ridge Gold Panmng Lease 7·26-I 3 doc 2 4. TERMTNA TION. (a) If at any time the Lease Property is not used for the public open space, park or recreation purposes authorized herein, this Lease shall promptly and automatically terminate. (b) If either party defaults or fails to keep any covenants or agreements to be performed by such party, the non-defaulting party may declare this Lease terminated; provided the non-defaulting party shall give the defaulting party written notice of such alleged default, and the defaulting party shall have a period of thirty (30) days to c ure the alleged default. (c) Either party may terminate this Lease without cause and for any reason including , without I imitation, if the County were to receive an offer to purchase the Lease Property, by providing written notice to the other party at least sixty (60) days pri or to termination. (d) Whenever this Lease expires or is terminated, all rights, duties and obli gations hereunder s hall terminate except insofar as any duties o r obligations hereunder that are declared in this Lease to survive the termination of this Lease, at which time the Lessee shall promptly su rre nder and deliver up the Lease Property peaceably to the Cou nty in accordance with this Lea se, and in the same condition as the date of execution of this Lease, ordinary wear, tear and damage by elements and acts of God excepted. Upon the request of the Count y, the Lessee and the County shall execute and the County may record a notification of a release or termination of this Lease in the records of the Clerk and Recorder's Office. 5. PRIORITY TO COUNTY RESIDENTS. FEE DTFFERENTJALS. The Lessee covenants and agrees that regarding the use of the Lease Property, including any improvements thereon , the following shall apply: (a) No Lessee resident shall be given preference concerning use ofthe Lease Property or any activities therein. (b) Jefferson County residents sha ll be given use priority preference over non- County reside nts. (c) No fee preference shall be given to the Lessee's residents over other Jefferson County residents concerning use of the Lease Pro perty. (d) If fees are ever charged on the Lease Property, fee d ifferent ial s s hall be charged for no n-Jefferson County residents. Wheal Ridge Gol d Pann ang Lease 7-26-13 doc 3 6. INDEMNJFICA TION AND RELEAS E. To the extent permitted by law. and within the limitations imposed by the Colorado Constitution and statutes, the Lessee agrees to and does hereby release, waive, discharge, indemnify and hold the County, its officials. agents, emp lo yees, successors and insurers harmless from and against any actual or alleged injury, liability , or damage, including attorneys' fees , related to or arising out of use o f the Lease Property during the term of this Lease by the Lessee o r any other person or entity. To the extent the Lessee requires a public user of the Lease Property to execute a release, waiver or indemnification pertaining to its use of the Lease Property, the County shall also be identified as a beneficiary of the instrument. The obligations of this paragraph shall surv ive termination of the Lease. 7 . ENVIRONMENTAL INDEMNIFICATION. To the extent permined by law, and within t he limitations imposed by the Colorado Constitution and statutes, the Lessee agrees to indemnify and hold harmless the County for any and all (I) civil , legal and administrative costs; (2) fmes and penalties; (3) respo nse, remedial and clean-up costs; and (4) other costs (including attorneys ' fees) or liability arising from the introduction by the Lessee or any of its authorized agents or officers of any Hazardous Materials to the Lease Property during the term of this Lease, except any Hazardous Material that may have been directly introduced by the County. As used herein, the term "Hazardous Materials" means flammable or explosive materials, petroleum or petroleum products, oil, crude oil , methane gas or synthetic gas usable for fuel , radioactive materials. asbestos or any hazardous, toxic or dangerous substances, materials or wastes which are regulated under any applicable county, municipal , state or federal law, rule, ordinance, direction , or regulations as may be amended from t ime to time. The obligations of this paragraph shall survive termination of the Lease. 8 . INSURANCE. During the term of this Lease, the Lessee shall maintain the insurance coverages and comply with the requirements set forth in Exbibit B, attached hereto and incorporated by reference. 9. NON-ASSIGNABILITY. This Lease is not assignable, nor may the Lessee sublease any portion of the Lease Property. I 0. FURTHER ASSURANCES. It is the intent of the parties that notwithstanding anything contained to the contrary herein, all right, title and interest in the Lease Property and any and all improvements located thereon or connected therewith , regardless of when such improvements were placed upon the Lease Property, shall be fully vested in the County as of the termination of this Lease. The Lessee, upon the request of the County, will at any time execute. acknowledge, deliver and record such further in struments as may be necessary or proper to carry out this intent, and hereby irrevocably appoints the County as its agent to execute and deliver such instruments as may be necessary. 11. LEASE PROPERTY ENCUMBRANCES. The County grants, and the Lessee accepts, this Lease subject to all encumbrances, including, without limitation, any easements, covenants and rights-of-way . The County reserves the sole and exclusive right to grant or use additional encumbrances on, over, and across or under the Lease Wheat R•dge Gold Pannang Lcase .7-26-13 doc 4 Property during the term of this Lease . The County shall give prior written notice of any such encumbrances contemplated by the County after the date of execution of thjs Lease to the Lessee. 12. FUNDING FOR LEASE PROPERTY. The Lessee shall obtain written approval from the County Open Space Director prior to applying for grant funds or other third- party funding for use at the Lease Property if any associated grant or funding document may in any way encumber the Lease Property . For any grant or other funding the Lessee seeks pertaining to the Lease Property that will not in any way encumber the Lease Property, the Lessee shall simply copy the County Open Space Director on the grant or funding application 13. ATTORNMENT. The Lessee agrees that if the interests of the County are transferred for any reason, the Lessee shall be bound to and shall attorn to the successor to the County 's interests under all of the terms, covenants and conditions of this Lease for the balance of the term thereof remaining and shall recognize such successor as its landlord hereunder. 14. MISCELLANEOUS PROVISIONS. (a) This Lease may not be modified or amended except by an agreement in writing signed by the parties. (b) No term or provision hereof shall be deemed waived unless the waiver shall be in writing and signed by both parties. Any failure by one party to insist upon the other party's strict performance of any of the terms of this Lease shall not constitute a waiver of those or any other terms. Any delay in exercising or enforcing any righ ts with respect to one party 's alleged breach of this Lease shall not preclude the other party from exercising any rights hereunder or at law or in equity. (c) Time is of the essence with respect to this Lease. (d) Any notice or communication given pursuant to thls Lease shall be given in writing, either in person or by certified mail , return receipt requested. Such notice shall be deemed given at the time indicated on the duly completed return receipt. (e) Notice to the Lessee shall be delivered or mailed to: or such other address as the Lessee may from time to time designate by written notice to the County. Wheat Ridge Gold Pannmg Lease 7-26-13 doc 5 (f) Notice to the County, including any Certificates oflnsurance, shall be delivered or mailed to: with a copy to: Director, Jefferson Co unty Open Space Division 700 Jefferson County Parkway, Suite 100 Golden, CO 80401 Jefferson County Attorney 's Office 1 00 Jefferson County Parkway Golden, CO 80419-5500 o r such other address as the County may from time to time designate by wrinen notice to the Lessee. IN WITNESS WHEREOF, the parties have executed this Lease. Wheat R1dge Gold P&Mmg Lease 7-26-13 doe 6 CI TY O F WHEAT RID GE, a mu nic ipal corpo ratio n By L STATE OF COLORADO ) ) ss . COUNTY OF JEFFERSON ) .-t\-" The.:s:egoing instrument was acknowledged before me this ~Ci day of d ~ , 2013 by .-s{Jfrt-; ])r'J"k£1 u-; Mayor of the 1ty of Wheat Ridge , a mumctpal corporation. Wheat Ridge Gold Pannmg Lease 6-10-13 doc as 8 CLEAR CREEK GOLD PANNING LEGAL DESCRIPTION A PARCEL OF LAND LOCATED IN TRACT C OF CLEAR CREEK CROSSING SUBDIVISION FILING NO 1, AS RECORDED IN RECEPTION NUMBER 2011072532 OF THE JEFFERSON COUNTY RECORDS AND ALSO LOCATED IN THE NORTHWEST QUARTER OF THE SOUTHWEST QUARTER OF SECTION 20, TOWNSHIP 3 SOUTH. RANGE 69 WEST OF THE SIXTH PRINCIPAL MERIDIAN. CITY OF WHEAT RIDGE, COUNTY OF JEFFERSON, STATE OF COLORADO AND BEING MORE PARTICULARLY DESCRIBED AS FOLLOWS· ALL THAT PART OF SAID TRACT C LYING NORTHERLY OF THE TRAIL EASEMENT DESCRIBED IN RECEPTION 2011032502 OF THE JEFFERSON COUNTY RECORDS. LAWRENCE L PFIFER. PLS 27612 PREPARED FOR AND ON BEHALF OF JEFFERSON COUNTY JEFFERSON COUNTY OPEN SPACE 700 JEFFERSON COUNTY PARKWAY, SUITE 100 GOLDEN, CO 80401 (303) 271-5925 EXHIBIT A-1 EXHIBIT A-2 I I II I ~~~ ~~ ; ,. I I I I I I • I . ' " ,, I' ~-, . !I :I ., •• •• I ! J ~ lf •• _ _;___:_~-1-!l--l;I--I!-M I ---~ ~ • "t ; ' t .. ~ EXHIBITB I I I • I I I I ~ I I • s I !I I I I I I I' '~ I . ·If' ,' !• ' . I mSURANCEREQumffiMENTS-GENERAL 1 Prior to the commencement of any work the vendor shall forward certificates of insurance to the department specified in the award document. II Certificate Holder must be Jefferson County, Colorado. Required II Jefferson Co unty must be added as an additional in sured to general Liability, auto liability, and Required any excess liability policies. IJl insurance -Minimum requirement Workers compensation-statutory limits provided by an insurance carrier that is licensed to do Required business in Colorado. The policy shall contain a Waiver of Subrogation on behalf of Jefferson County. Employer's liability· $100,000 each accident $500,000 disease policy limit Sl 00,000 disease each employee Commercial General Liability Required The policy must not exclude or reduce coverage for mobile equipment, personal injury; blanket $1M ea contractual; and death . Personal injuf) coverage must have the employee exclusion deleted . The occurrence policy shall contain a Waiver of Subrogation on behalf of Jefferson County . $2M general aggregate Commercial automobile liability insurance-including hired and non-owned vehicles, if autos are Required used in the performance of work under this agreement . Combined single limit for bodily injury and $1M CSL per property damage. accident All deductibles or self-insured retentions (SIRs) in excess of$5,000 must be listed on the certificate Required of insurance Certificates of insurance on all policies to the county shall provide written notice of not less than 30 Required days prior to cancellation or non-renewal of coverage The insurance requirements specified by the county shall remain in effect for the full term of the Required contract and/or agreement and any extension thereof. Updated Certificates of Insurance shall be sent to the county during the full term of the contract and/or agreement and any extension thereof. The county reserves the right to reject any insurer it deems not financially acceptable on insurance Required industry re sources. Property and liability insurance companies shall be licensed or approved to do business in Colorado. Additionally the county reserves the right to reject any insurance with relat ively large deductibles or self-insured retentions (S IRs ), deemed by the county to pose too high a ri sk based on the size of the contractor, financial status or rating of the contractor, or based on the size or type ofthe project and the exposure. IV Any deviations below the standards given above must be approved by Jefferson County Risk Requjred Management v Any subcontractors must meet tbe same insurance requirements for tbe contract or purchase Required order unless Risk Management bas approved a deviation EXHIBIT C