HomeMy WebLinkAboutResolution 2015-015 Approving Town Lease Agreement with Christopher and Stacy SullivanMARANA RESOLUTION NO, 2015-015
RELATING TO REAL PROPERTY; APPROVING AND AUTHORIZING THE MAYOR TO
EXECUTE THE TOWN OF MARANA LEASE AGREEMENT WITH CHRISTOPHER &
SrFACY SULLIVAN DBA C &S CALVES, FOR THE LEASE OF APPROXIMATELY 22.88
ACRES OF TOWN -OWNED PROPERTY ABUTTING THE NORTH BOUNDARY OF THE
MARANA WASTEWATER RECLAMATION FACILITY
WHEREAS the Town of Marana acquired land within the 1000 -foot setback area
surrounding the Marana Wastewater Reclamation Facility as part of the wastewater settlement
with Pima County; and
WHEREAS Pima County was leasing a portion of the property to Dennis L. Taylor and
Marilyn L. Taylor, doing business as Taylor's Holsteins, when the wastewater settlement
occurred; and
WHEREAS the wastewater settlement included Pima County's assignment to the Town
of the portion of the Taylors' lease located within the I 000 -foot setback area; and
WHEREAS the Taylors have assigned their interest in the lease to Christopher and Stacy
Sullivan, doing business as C &S Calves; and
WHEREAS the lease expires on February 11, 2015, and the parties now desire to enter
into a new five -year lease with one five -year extension option, with the same lease terms as the
former lease; and
WHEREAS the Mayor and Council of the Town of Marana find that the best interests of
Marana and its citizens are served by entering into the proposed lease.
NOW, THEREFORE, BE IT RESOLVED BY THE MAYOR AND COUNCIL OF THE
TOWN OF MARANA., that the Town of Marana Lease Agreement with Christopher & Stacy
Sullivan DBA C &S Calves attached to this resolution as Exhibit A, for the lease of
approximately 22.88 acres of Town -owned property abutting the north boundary of the Marana
Wastewater Reclamation Facility, is hereby approved, and the Mayor is authorized to execute it
for and on behalf of the Town of Marana.
IT IS FURTHER RESOLVED that the Town Manager and staff are hereby directed and
authorized to undertake all other and further tasks required or beneficial to carry out the terms,
obligations, conditions and objectives of the lease.
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Resolution No. 2015 -015 1/27/2015 3:34 PM FJC
PASSED AND ADOPTED b the Ma and Council of the Town of Marana, Arizona,
this 3rd da of Februar 2015.
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ATTEST:
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Resolution No. 2015-015 - 2 - 1/27/2015 3:34 PM FJC
WHEN RECORDED, RETURN TO:
Pick Up —Town Clerk
TOWN or MARANA
fbo Frank Cassidy, Town Attorney
TovsN OF MARA.NA LEASE AGREEMENT
CHRISTOPHER & STACY SULLIVAN DBA C &S CALVES
This Lease Agreement (this "Lease ") is made and entered into by and between the
Town of Marana, an Arizona municipal corporation ( "Landlord ") and Christopher &
Stacy Sullivan, husband and wife, doing business as C &S Calves (""Tenant"). Landlord
and Tenant are sometimes collectively referred to as the "Parties," either of which is
sometimes individually referred to as a "Party."
1. Premises. Landlord is the owner of the property located in Pima county, Arizona,
as depicted in Exhibit "A" attached (the "Premises").
2. Successor. Tenant is the successor in interest to Dennis L. Taylor and Marilyn L.
Taylor, husband and wife, doing business as Taylor's Holsteins (the "Taylors ").
3. Existing Lease. Landlord and the Taylors have an existing lease for the Premises
that expires on February 11, 2015. The purpose of this Lease is to establish a new lease
between the Parties, beginning upon the expiration of the existing lease. Nothing in this
Lease modifies or affects the existing lease or the rights of the Parties under it.
4. Lease. Landlord hereby leases the Premises to Tenant, and Tenant hereby leases
the Premises from Landlord, under the terms and conditions and for the purposes set
forth in this Lease.
5. Term. The term of this Lease shall be for five years commencing February 12,
2015, unless terminated pursuant to Paragraph 24 of this Lease. This Lease shall be
reviewed 90 days before the end of the five years, at which time the Parties will agree
whether to terminate or continue this Lease for one additional term of five years.
Renewal shall be by written amendment, signed by both Parties.
6. Rent. Tenant shall pay Landlord rent of $1,591 per year. Tenant's first rent
payment is due on February 12, 2015, and rent is due arnnually on February 12 during
the term and any extension of this Lease. If rent is not paid within 15 days of the due
date, a $250 late charge shall be assessed and due and payable with rent.
7. Tenant's Use of the Premises. Tenant may use and occupy the Premises for
agricultural use (the "Permitted Activities ").
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(A) Expense of Tenant Tenant shall conduct all of its operations at the Premises
at its own expense and without contribution from Landlord. Tenant shall not
suggest, state or imply that Landlord will participate, guarantee or otherwise assist
in any financial obligation undertaken by Tenant with respect to its operations on
the Premises.
(B) Hours of Operation. Tenant may conduct Permitted Activities on the
Premises 24 hours a day.
(C) Compliance with Laws Tenant shall comply with all applicable federal, state,
and local laws, statutes, ordinances, rules, regulations, standards, policies, and
executive orders with respect to its operations on the Premises.
(D) Alcohol Prohibited Possession, consumption, or sale of alcoholic beverages
shall not be permitted on the Premises. No exceptions shall be pernli tied.
8. Improvements to Premises. All improvements, made to the Premises by Tenant
must receive the prior written approval of Landlord, to whom Tenant shall submit
detailed plans and specifications. Improvements shall be constructed in a good and
workmanlike manner using new materials, in compliance with the approved plans and
specifications and with all applicable laws, rules, and regulations, including all
applicable building, electrical and other codes.
9. concessions. with the exception of one or more vending machines,. Tenant may
not operate concessions or food services on the Premises.
10. Condition of Premises/Maintenance & Repairs. Tenant accepts the Premises in
an "as is" condition. Tenant shall maintain the Premises at all tunes hereunder in a
good, clean, safe and sanitary condition, at its sole cost and expense, including making
any necessary repairs or replacements of improvements thereon, and shall leave the
Premises, upon the expiration or earlier termination of this Lease, in a condition at least
as good as upon the Effective Date, reasonable wear and tear excepted.
11. Utilities. Tenant shall pay the cost of all utilities used in connection with its
operation of the Premises.
12. Signs. Tenant may affix and maintain upon the Premises such signs relating to
the services provided on the Premises as Tenant deems appropriate; provided,
however, if such signs are visible outside of the Premises, such signs must have first
received the written approval of Landlord as to type, size, color, location, copy nature
and display qualities; provided further, however, that all signs utilized by Tenant on or
about the Premises, whether visible outside the Premises or not, shall at all times
comply with the Marana Land Development Code, and shall be installed and
maintained at Tenant's sole cost.
13. Environmental. Tenant shall not cause or permit any hazardous or toxic
substance or material to be brought upon, kept, or used in or about the Premises by
"Tenant, its agents, employees, contractors or invitees. Tenant shall fully comply with all
100039606.Docx / 41 -2- 1/21/201510:59 AM rjc
environmental rules and regulations with respect to its operations on the Premises and
shall remediate and clean up any contamination of the Premises occurring during the
term of this Lease.
14. Entry by Landlord. Landlord may enter the Premises at reasonable times to
inspect the Premises and Tenant's operations on the Premises.
15. Security. Tenant shall be responsible for the securing the Premises and
preventing any unlawful or unauthorized use of the Premises. when the Premises are
not open to the Public, they shall be secured in order to prevent unsupervised use or
entry into the Premises. Tenant shall contact law enforcement authorities when it
appears necessary to protect the Premises and any persons or property on the Premises,
and it shall assist in any resulting prosecution.
16. Insurance.
(A) Types of Insurance Re wired. Tenant shall procure, prior to the Effective
Date, and maintain throughout the term of this Lease, the following insurance from
an insurance company or companies approved by Landlord:
(1) Commercial General Liability insurance with coverage at least as broad as
ISO form CG 00 01 in an amount not less than $1,000,000, covering the
Premises, endorsed to include the Town of Marana as an additional
insured with coverage at least as broad as ISO form CG 2010.
(2) Automobile liability insurance covering all vehicles used on the Premises,
with limits not less than $1,000,000 combined single limit.
(B) Certificates Tenant shall provide Landlord with copies of certificates of
insurance showing the current status of all insurance policies and with copies of all
additional insured endorsements. In addition, Tenant shall provide full, certified
copies of all required insurance policies when requested by Landlord in writing.
Tenant shall give Landlord written notice of cancellation, non -- renewal, or material
change of any insurance policy not later than five calendar days after Tenant
becomes aware of same. Landlord shall be an "additional insured" on all liability
insurance policies.
(C) Changes to Insurance Requirements. Landlord may review the coverage,
form, and amount of insurance required under this Lease at any time. Landlord shall
notify Tenant in writing of any changes to the aforesaid insurance requirements, and
Tenant shall have 60 days to comply with the requirements as changed.
17. Indemnification, To the fullest extent permitted by law, Tenant shall defend,
indemnify, and hold harmless Landlord, its officers, agents, and employees, from and
against any and all claims, liabilities, losses, damage, cost and expense, including but
not limited to reasonable attorneys' fees and/or litigation expenses, arising out of or
resulting from the conduct or management of the Premises, or any accident, injury,
damage, or violation of law whatsoever occurring in or at the Premises allegedly caused
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in whole or in part by any act or omission of Tenant or anyone directly or indirectly
employed by it, its agents, representatives, contractors, subcontractors, licensees, or
anyone for whose acts it may be liable, regardless of whether it is caused h'i part by the
negligent act or omission of Landlord or any of its officers, agents, or employees. To the
fullest extent permitted by law, Tenant shall also indemnify Landlord against any claim,
liability, damage, cost, or expense arising out of the disposal, or release of any
hazardous substance, hazardous waste, hazardous materials, or petroleum products or
by products on, from or under the Premises during the term of this Lease.
18. Tenant not an Agent of Landlord. Tenant is not an agent of Landlord for any
purpose under this Lease or otherwise. Tenant shall control activities on the Premises,
and Landlord shall not control those activities. Tenant's employees and servants shall
not be under the control of Landlord.
19. Default/Termination.
(A) Immediate Termination of Lease. This Lease may be terminated immediately
by Landlord for any of the following:
(i) Tenant at any time is without the required insurance;
(ii) Tenant violates any law, or permits any unlawful activities to be carried
out on the Premises;
(iii) Tenant takes or fails to take any action and this action or non - action, in
Landlord's sole judgment, causes or exacerbates a threat to the health or safety of
the general public or the users of the facility;
(iv) Tenant creates or permits any waste or nuisance on the Premises;
(v) Tenant permits the consumption of alcohol on the Premises.
(B) Other Defaults. For any other default, the non - breaching Party may
terminate this Lease only if the breaching party fails to cure the default within 30
days of receiving written notice from the non - breaching Party describing the default,
except that a Party may terminate this Lease if the other Party is guilty of four such
defaults in a 12-month period, even if each default was cured in a timely manner.
Either Party may pursue any other remedies provided by law for the breach of this
Lease. No right or remedy conferred or reserved is intended to be exclusive of any
other right or remedy, and each shall be cumulative and in addition to any other
right or remedy conferred or reserved in this Lease.
20. Notices. Any notices required under this Lease shall be delivered personally or
by certified mail, directed as follows:
If to Tenant: CBS calves
P.O. Box 68
Marana, AZ 85653 -0068
100039606.DOCx / 4) -4- 1/21/201.510:59 AM FJC
If to Landlord: Marana Town Clerk
11555 West Civic Center Drive
Marana, Az 85653
With a copy to: Marana Legal Department
11555 West Civic Center Drive
Marana, Az 85653
21. Cancellation for Conflict of Interest. This Lease may be cancelled under certain
circumstances for conflict of interest pursuant to A.R.S. § 38-511.
22. Non - Discrimination. Tenant shall comply with applicable state and federal rules
concerning equal employment opportunity and non -- discrimination. Tenant shall
further comply with the Americans with Disabilities Act, to the extent applicable to
Tenant's operation and the Premises.
23. Choice of Law. The laws of the State of Arizona shall apply to any action relating
to this Lease and any court action shall be brought in a court in Pima County, Arizona.
24. Termination. Landlord may terminate this Lease without cause with 30 days
written notice. Tenant may terminate this Lease for any reason with a 30-day written
notice to Landlord. Upon the termination or expiration of this Lease, or any extension of
it, Tenant shall leave the Premises in a good and clean condition. Tenant shall remove
any Tenant -built or installed improvements prior to vacating the Premises if requested
by Landlord or unless requested to be left in place by Landlord.
25. Personal Property. Tenant shall maintain a current inventory of all items of
personal property owned by Tenant and placed or kept on the Premises by Tenant. Any
items of personal property left on the Premises upon expiration or earlier termination of
this Lease shall become the property of Landlord and may be sold or otherwise
disposed of by Landlord without liability to Tenant.
26. Liens. Tenant shall timely pay all contractors, subcontractors, mechanics,
laborers, or materialmen providing materials or services with respect to the Premises,
and shall not permit any lien to attach to the Premises or any interest in the Premises,
and shall indemnify and defend Landlord against all legal costs and charges resulting
from any such lien.
27. Non - Waiver. The failure of either Party to insist in any one or more instances
upon the full and complete performance of any of the terms and provisions of this
Lease to be performed by the other Party, or to take my action permitted as a result
thereof, shall not be construed as a waiver or relinquishment of the right to insist upon
full and complete performance of the same or my other covenant or condition either in
the past or in the future. The acceptance by either Party of sums less than may be due
and owing to it at my time shall not be construed as an accord and satisfaction.
28. Assignment/Subletting. Any attempted assignment of this Lease by either Party
Without prior written consent from the other Party shall be void. This Lease shall be
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bindin on m and all successors and assi of Landlord and Tenant. Tenant shall not
sublet an portion of the Premises without the prior written consent of Landlord, which
consent ma be g iven conditionall
29. Entire A This Lease shall constitute the entire contract between
Landlord and Tenant with respect to the Premises and no modification of this Lease
shall be bindin unless in writin and si b both Parties.
IN WITNESS WHEREOF, the Parties have executed this Lease as of the last date set
forth below their respective si
if LANDLORD":
Town of Marana, an Arizona municipal
corporation
B t -�
Ed 4onea, Ma
Date: a /� /���
ATTEST.-
o c-el Bronson, Town Clerk
APPROV A S APPRO f ToFQRM
"T=ENANT"'.
Christopher & Stac Sullivan, husband and
wife, doin business as C&S Calves
Christopher Sullivan
Date:
Stac Sullivan
Date:
The fore instrument was acknowled before me
on b Christopher & Stac Sullivan, husband and wife, doin
business as C&S Calves.
(Seal)
Notar Public
f000,3%06.DOCX / 41 - 6 -- 1/ AM FjC
State of Arizona )
ss
Count of Pima )
EXHIBIT "A"
SECTION 14
TOWNSHIP 11 SOUTH
RANGE 10 EAST
That portion of the property conveyed to the Town of Marana in that certain Special Warranty Deed
recorded in the office of the Recorder of Pima county, Arizona, on June 27, 2013
at Sequence No. 20131780459, generally described as the South 835.35 feet of the East 1192.75 feet
of the Northeast Quarter of the Southeast Quarter of Section 14, Township 11 south, Range 10 East.
Path: U:XTown_Attorney\Ublitiesgept Exhibit_A.mxd 0 Town of Marana 1012!2014
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Town of Marana DATE: September 25, 2014
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