GIBSON HALL LEASE AGREEMENT
THIS AGREEMENT made and entered into this day of , by and between the City of Issaquah, a municipal corporation, acting by and through its Mayor (hereinafter known as “LESSOR”), and the Kiwanis Club of Issaquah, a Washington non-profit private corporation, acting by and through its President of the Club (hereinafter known as “LESSEE”), WITNESSETH: LESSOR, City of Issaquah, agrees to lease to LESSEE, the Kiwanis Club of Issaquah, certain park property known as Gibson Hall, 105 SW Newport Way, legally described on Exhibit “A” and shown on Exhibit “B” (map), attached hereto and incorporated by this reference, for a conditional fifteen (15) year period, commencing July 1, 2004, subject to the following terms and conditions: 1. 2. 3. 4. Premises: LESSEE accepts the present condition of the facility located at 105 SW Newport Way, Issaquah, King County, WA. Terms and Consideration: The term of this lease will be for fifteen (15) years, commencing on the date first mentioned above, with options to renew. The leasehold shall be rent-free. Improvements: As consideration for the lease LESSEE agrees to make certain improvements at its own expense as set forth in Exhibit “C” and to maintain the building in compliance with applicable City building code requirements. Compliance: LESSOR shall not terminate this leasehold for the term hereof if LESSEE is in substantial compliance with the requirements of paragraph 3 and Exhibit “C” hereto. Thereafter, either party may terminate the leasehold upon giving one (1) year written notice to the other party. Failure to substantially comply with the requirements of paragraph 3 and Exhibit “C” or failure to comply with any other provision of this lease shall make the lease voidable by LESSOR if LESSEE fails to comply with written notice from LESSOR to cure any failure of performance within ninety (90) days of LESSEE”S receipt of such written notice. Utilities and Maintenance: LESSEE agrees to pay all utilities and maintenance expenses. LESSEE further agrees to maintain the building in conformity with applicable City building code requirements. Insurance: LESSOR shall provide property insurance on the building structure only; any insurance proceeds shall be the property of LESSOR. Content coverage or coverage of personal properties, if desire, shall be provided by LESSEE. LESSEE shall obtain and maintain continuously, Commercial General Liability insurance to protect the public with limits of $1 million combined single limit per occurrence. The City may reasonably request higher limits of liability during the term of this Agreement. Such insurance shall include LESSOR as an additional insured and shall not be reduced, cancelled or materially changed without thirty (30) days prior written notice to LESSOR. LESSEE shall provide a Certificate of Insurance evidencing the above coverage and a copy of the endorsement naming LESSOR as an additional insured. LESSOR reserves the right to request a certified copy of the policy. Indemnity: LESSEE covenants and agrees to indemnify, defend and hold harmless LESSOR, its officers, agents and employees from and against any and all claims, actions, damages, liability, cost and expenses, including reasonable attorney’s fees, in connection with or occasioned, in whole or in part by any act or omission of LESSEE, its officers, agents, employees, customers, or licensees. With respect to 1
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claims against LESSOR, its officers, agents and employees, LESSEE expressly waives it immunity under Title 51 of the Revised Code of Washington for injuries to its employees and agrees that the obligation to indemnify, defend and hold harmless provided for in this paragraph extends to any claims brought by or on behalf of any employee of LESSEE. The parties mutually negotiated this waiver. This indemnity provision shall not apply in the event any acts or omissions of the City were the sole case of any such damage or injury. Assignment: This leasehold shall not be assignable without approval by the Issaquah City Council. Use of Facility: LESSEE shall have the sole responsibility for the management, control, and use of the leased premises and may fix such rates and charges in such connection as are reasonable and in the public interest. The LESSEE shall give special consideration to youth groups, senior citizens and charitable organizations in the setting of the rental fees. The building shall be made available at no cost, for City-sponsored activities or events, as authorized by the Mayor, as the same do not conflict with existing reservations or schedules made by the LESSEE. Anti-Discrimination: No person shall be denied or subjected to discrimination in receipt of the benefit of any services or activities made possible by or resulting from this Lease on the basis of sex, sexual orientation, race, color, creed, national origin, age, marital status, or the presence of any sensory, mental or physical handicap. Compliance with Resolution #2002-09: Kiwanis will comply with the City’s Resolution #2002-09, to support and encourage tolerance of all human beings, regardless of background. Recycling: Kiwanis will participate in the City’s adopted recycling program. Arbitration: Should a dispute arise concerning (a) the construction or interpretation of any provision or requirement of this lease, or (b) LESSEE’s use or control of the premises, the matter shall be resolved by submitting the dispute or question to an arbitration panel consisting of the President of the Issaquah City Council or his/her duly appointed representative, and the President of the Issaquah Kiwanis Club, or his/her duty appointed representative, and a third arbitrator to be chosen by the two arbitrators designated herein. The majority decision or interpretation of this arbitration panel shall be binding upon both parties hereto without further legal recourse. Option to Renew: LESSEE and LESSOR shall have the option to renew this lease agreement for an additional fifteen (15) year period subject to such terms as agreed to by both parties at that time.
IN WITNESS WHEREOF, the following persons have executed their signatures on the date first entered above. CITY OF ISSAQUAH KIWANIS CLUB OF ISSAQUAH A non-profit corporation ________________________________ Gil Drynan, President ________________________________ Pauline Sablan, Secretary
______________________________ Ava Frisinger, Mayor ATTEST: ____________________________ Cathleen Koch, City Clerk
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